Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Buyer shall pay its proportionate share of any sales, use, excise, documentary, stamp or transfer Taxes, recording fees and similar Taxes and fees incurred and imposed upon, or with respect to, the property transfers or other transactions contemplated hereby. If such transfers or transactions are exempt from any such taxes or fees upon the filing of an appropriate certificate or other evidence of exemption, Buyer will timely furnish to Seller such certificate or evidence.
Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Notwithstanding anything to the contrary in Article 8, the Purchaser shall bear any sales, use, excise, real property transfer or gain, gross receipts, goods and services, registration, capital, documentary, stamp or transfer Taxes, recording fees, and similar Taxes and fees incurred and imposed upon, or with respect to, the property transfers or other transactions contemplated hereby (“Transfer Taxes”). Should the Seller, the Company, or any Affiliate of any of them pay prior to Closing, or should the Seller or any continuing Affiliate of the Seller pay after Closing, any amount for which the Purchaser is liable under this Section 11.3, the Purchaser shall, promptly following receipt of the Seller’s invoice, describing the amount in reasonable detail, reimburse the amount paid. If such transfers are exempt from any such Taxes or fees upon the filing of an appropriate certificate or other evidence of exemption, the Purchaser shall timely furnish to Seller such certificate or evidence.
Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Purchaser shall bear and pay any sales, use, excise, real property transfer, gross receipts, goods and services, registration, capital, documentary, stamp or transfer Taxes, recording fees and similar Taxes and fees incurred and imposed upon, or with respect to, the property transfers or other transactions contemplated hereby. If such transfers or transactions are exempt from any such Taxes or fees upon the filing of an appropriate certificate or other evidence of exemption, Purchaser will timely furnish to Sellers such certificate or evidence.
Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Purchaser shall bear: (a) any sales, use, transfer, goods and services, registration, capital, documentary, stamp, recording or other similar Taxes (“Transfer and Recording Taxes”) incurred and imposed upon, or with respect to, Purchaser’s acquisition of the Membership Interests of the Company and (b) any fees or payments to third parties under the Easements (if any) incurred as a result of Purchaser’s acquisition of the Membership Interests of the Company; provided, however, that Seller shall bear the transfer fees set forth on Schedule 12.3. If Purchaser’s acquisition of the Membership Interests of the Company is exempt from any Transfer and Recording Taxes upon the delivery or filing of an appropriate certificate or other evidence of exemption, Seller will cooperate with Purchaser in obtaining such certificate or evidence and as otherwise reasonably requested by Purchaser to minimize the imposition of such Transfer and Recording Taxes.
Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Notwithstanding anything to the contrary in Article 8, Purchaser (on the one hand) and Sellers (on the other hand) shall each bear one-half of any sales, use, excise, real property transfer or gain, gross receipts, goods and services, registration, capital, documentary, stamp or transfer Taxes, recording fees, and similar Taxes and fees incurred and imposed upon, or with respect to, the property transfers or other transactions contemplated hereby (“Transfer Taxes”). Should any Seller, the Company, or any Affiliate of any of them pay prior to Closing, or should any Seller or any continuing Affiliate of any Seller pay after Closing, any amount for which Purchaser is liable under this Section 11.3, Purchaser shall, promptly following receipt of such Seller’s invoice, describing the amount in reasonable detail, reimburse the amount paid.
Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Quest shall pay any sales, use, excise, real property transfer or gain, gross receipts, goods and services, registration, capital, documentary, stamp or transfer Taxes, recording fees and similar Taxes and fees incurred and imposed upon, or with respect to, the property transfers or other transactions contemplated hereby, except that Brxxxxx xhall be responsible for the payment of fees associated with the release of liens on the Leases. If such transfers or transactions are exempt from any such taxes or fees upon the filing of an appropriate certificate or other evidence of exemption, Quest will timely furnish to Brxxxxx xuch certificate or evidence.
Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Purchaser shall bear any sales, use, excise, real property transfer, documentary, stamp or transfer Taxes, recording fees and similar Taxes and fees incurred and imposed upon, or with respect to, the transactions contemplated hereby. Seller and Purchaser shall jointly determine sales tax, if any, that is due in connection with the transactions consistent with the allocation of value determined under Section 2.3. Purchaser agrees to pay any such tax to Seller at Closing. If such transactions are exempt from any such taxes or fees upon the filing of an appropriate certificate or other evidence of exemption, Purchaser will timely furnish to Seller such certificate or evidence.
Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Buyer shall bear any sales, use, excise, real property transfer or gain, gross receipts, goods and services, registration, capital, documentary, stamp or transfer taxes, recording fees and similar taxes and fees incurred and imposed upon, or with respect to, the property transfers or other transactions contemplated hereby (collectively, “Transfer Taxes”). Seller will use commercially reasonable efforts to determine, and Buyer agrees to cooperate with Seller in determining, the Transfer Taxes, if any, that are due in connection with the transactions contemplated by this Agreement. Such Transfer Taxes as are identified by Interim Settlement will be shown on the Interim Settlement Statement and Buyer agrees to pay any such Transfer Taxes at Interim Settlement. Should any taxing authority impose Transfer Taxes not accounted for at Interim Settlement, Buyer shall pay such Transfer Taxes promptly upon being notified by Seller or such taxing authority of such imposition. If such transfers or transactions are exempt from any such taxes or fees upon the filing of an appropriate certificate or other evidence of exemption, Buyer will timely furnish to Seller such certificate or evidence.
Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Notwithstanding anything to the contrary in this Agreement, Purchaser shall bear any sales, use, excise, real property transfer or gain, gross receipts, goods and services, registration, capital, documentary, stamp or transfer taxes, recording fees, and similar taxes and fees incurred and imposed upon, or with respect to, the property transfers or other transactions contemplated hereby. Should Seller or any affiliate thereof pay any amount for which Purchaser is liable under this Section 25, Purchaser shall, promptly following receipt of Seller’s invoice, describing the amount in reasonable detail, reimburse the amount paid. If such transfers are exempt from any such taxes or fees upon the filing of an appropriate certificate or other evidence of exemption, Purchaser shall timely furnish to Seller such certificate or evidence.
Sales or Use Tax, Recording Fees and Similar Taxes and Fees. Purchaser shall bear any sales, use, excise, real property transfer or gain, gross receipts, goods and services, registration, capital, documentary, stamp or transfer Taxes, recording fees, and similar Taxes and fees incurred and imposed upon, or with respect to, the property transfers or other transactions contemplated hereby. Should any Seller Party or any Affiliate of any Seller Party pay any amount for which Purchaser is liable under this Section 9.3, Purchaser shall, promptly following receipt of Seller's invoice, reimburse the amount paid. If such transfers or transactions are exempt from any such taxes or fees upon the filing of an appropriate certificate or other evidence of exemption, Purchaser shall timely furnish to Seller such certificate or evidence.
