Sales, Use and Transfer Taxes Sample Clauses
The "Sales, Use and Transfer Taxes" clause defines which party is responsible for paying taxes that arise from the sale, use, or transfer of goods or services under the agreement. Typically, this clause specifies whether the buyer or seller will bear the burden of such taxes, and may outline procedures for handling tax exemptions or the collection and remittance of taxes to authorities. Its core function is to allocate tax liability clearly between the parties, thereby preventing disputes and ensuring compliance with applicable tax laws.
Sales, Use and Transfer Taxes. Buyer shall pay any and all sales, use, and transfer taxes arising out of the sale of the Drug Store Assets pursuant to this Agreement.
Sales, Use and Transfer Taxes. Purchaser shall be responsible for any documentary transfer taxes and any sales, use or other taxes, duties, fees and governmental exactions imposed by reason of the transfer of the Purchased Assets provided for hereunder and any deficiency, interest or penalty asserted with respect thereto. Notwithstanding the foregoing sentence, Purchaser shall not be responsible for any income, capital gain or other similar tax incurred by Seller in connection with such transfer.
Sales, Use and Transfer Taxes. Buyer shall pay any sales, use and recordation taxes which are payable or arise as a result of the consummation of the transactions contemplated by this Agreement, regardless of whether those taxes are imposed upon Buyer or Seller. Seller shall pay real property transfer taxes. The parties shall cooperate in preparing and filing any real property transfer tax forms which may be required to be filed.
Sales, Use and Transfer Taxes. Seller shall pay all transfer, documentary, sales, use, stamp, registration and other taxes and fees payable in connection with the transactions contemplated by this Agreement, if any, and shall file when due all necessary tax returns and other documentation in connection therewith, and, if required by applicable law, Purchaser shall, and shall cause its affiliates to, join in the execution of any such properly completed tax returns and other documentation.
Sales, Use and Transfer Taxes. Purchaser shall pay all transfer taxes, documentary stamp taxes, recording charges and other taxes imposed by any Governmental Authority in connection with the sale and transfer of the Fireline Shares, excluding federal, state and local income taxes imposed on Shareholder. Shareholder shall have the sole responsibility of representing its position in any future audit by any Governmental Authority with respect to any tax periods prior to the Effective Date, and Purchaser shall have the sole responsibility of representing its (or Fireline's) position in any future audit by any Governmental Authority with respect to any tax periods on or after the Effective Date.
Sales, Use and Transfer Taxes. Seller shall bear sales, use, and transfer taxes, if any, payable to the State of Illinois, any county, or municipality located therein, or any other governmental entity in connection with the transactions contemplated by this Agreement or the other agreements or instruments referred to in this Agreement except as otherwise specifically provided herein.
Sales, Use and Transfer Taxes. The transfer and conveyance of ----------------------------- the Metroplex Assets hereunder will qualify for the occasional sale exemption under the Texas Tax Code (S)151.304(b)(2).
Sales, Use and Transfer Taxes. The Seller shall be responsible for all sales, use and transfer taxes, deed taxes and recording fees, if any, in each case applicable to the sale and transfer of the Purchased Assets hereunder. If requested, the Buyer will furnish Imagyn at the Closing with properly executed exemption certificates, dated the Closing Date, relating to the Inventory, supplies and manufacturing equipment being transferred pursuant to this Agreement as to which Buyer is claiming an exemption from sales, use or other transfer taxes.
Sales, Use and Transfer Taxes. The Buyer shall be responsible for all sales, use and transfer taxes, deed taxes and recording fees, if any, in each case applicable to the sale and transfer of the Purchased Assets hereunder, except for any taxes or other fees imposed by foreign jurisdictions, which taxes or other fees shall be paid as is customary in such jurisdictions. The Buyer will furnish 3M at the Closing with properly executed exemption certificates, dated the Closing Date, relating to the inventory, supplies and manufacturing equipment being transferred pursuant to this Agreement as to which Buyer is claiming an exemption from sales, use or other transfer taxes.
Sales, Use and Transfer Taxes. Seller and the Shareholders shall be responsible for paying, shall promptly discharge when due, and shall reimburse, indemnify and hold harmless Buyers from, any sales or use, transfer, value added, real property gains, excise, stamp, stamp duty, stamp duty reserve tax, or other Taxes imposed by reason of the transfer of the Purchased Assets and the Shareholder Patents provided hereunder (“Transfer Taxes”), and any deficiency, interest or penalty asserted with respect thereto; provided, however, that Buyers shall bear responsibility for any sales tax imposed by reason of the transfer of the Purchased Assets provided hereunder. Seller shall collect any such sales tax from Buyers at the Closing. Seller and the Shareholders shall bear sole responsibility for any Tax in the nature of an income, franchise or occupation tax imposed on Seller or the Shareholders (as the case may be) as a result of the transfer of the Purchased Assets or the Shareholder Patents to the Buyers as provided herein.