Common use of Stamp or Other Transfer Taxes Clause in Contracts

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror pursuant to the Exchange Right or the Automatic Exchange Rights, the share certificate or certificates representing Acquiror Shares to be delivered in connection with the payment of the purchase price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of Acquiror, the Corporation or the Trustee shall be required to pay) any documentary, stamp, transfer or other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or evidenced to the satisfaction of the such taxes, if any, have been paid.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Surge Global Energy, Inc.), Voting and Exchange Trust Agreement (Surge Global Energy, Inc.)

AutoNDA by SimpleDocs

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror pursuant to the Exchange Right or the Automatic Exchange Rights, the share certificate or certificates representing Acquiror Common Shares to be delivered in connection with the payment of the purchase price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of Acquiror, the Corporation ExchangeCo or the Trustee shall be required to pay) any documentary, stamp, transfer or other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or evidenced to the satisfaction of the such taxes, if any, have been paidBeneficiary.

Appears in 2 contracts

Samples: Voting and Exchange Trust Agreement (Gran Tierra Energy, Inc.), Arrangement Agreement (Gran Tierra Energy, Inc.)

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror RG pursuant to the Exchange Right or the Automatic Exchange RightsRight, the share certificate or certificates representing Acquiror RG Shares to be delivered in connection with the payment of the purchase 112 Table of Contents price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of AcquirorRG, the Corporation Canco or the Trustee shall be required to pay) any documentary, stamp, transfer or of other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or (b) shall have evidenced to the satisfaction of the RG that such taxes, if any, have been paid.

Appears in 1 contract

Samples: Arrangement Agreement (Royal Gold Inc)

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror Acquirer pursuant to the Exchange Right or the Automatic Exchange Rights, the share certificate or certificates representing Acquiror Acquirer Shares to be delivered in connection with the payment of the purchase price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of AcquirorAcquirer, the Corporation Canco or the Trustee shall be required to pay) any documentary, stamp, transfer or other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or evidenced to the satisfaction of the such taxes, if any, have been paid.

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Canwest Petroleum Corp)

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror the Parent pursuant to the exercise of the Exchange Right or the Automatic Exchange RightsRight, the share certificate or certificates representing Acquiror the Parent Shares to be delivered in connection with the payment of the purchase price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of Acquirorthe Parent, the Corporation Callco, Exchangeco or the Trustee shall be required to pay) any documentary, stamp, transfer or of other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or (b) shall have evidenced to the satisfaction of the Parent, Callco, Exchangeco and the Trustee that such taxes, taxes (if any, ) have been paid.

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (DelMar Pharmaceuticals, Inc.)

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror Source pursuant to the Exchange Right or the Automatic Exchange Rights, the share certificate or certificates representing Acquiror Source Common Shares to be delivered in connection with the payment of the total purchase price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of Acquirorneither Source, the Corporation or Cableshare nor the Trustee shall be required to pay) any documentary, stamp, transfer or other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or (b) shall have evidenced to the satisfaction of the Trustee, Source and Cableshare that such taxes, if any, have been paid.

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Source Media Inc)

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror ACT pursuant to the Exchange Right or the Automatic Exchange Rights, the share certificate or certificates representing Acquiror Shares ACT Common Stock to be delivered in connection with the payment of the purchase price therefor shall be issued in the name of the Beneficiary in respect Holder of the Exchangeable Shares so sold or in such names as such Beneficiary Holder may otherwise direct in writing without charge to the holder Holder of the Exchangeable Shares so sold; , provided, however, that such Beneficiary Holder (a) shall pay (and none of Acquirorneither ACT, the Corporation or ACTsub nor the Trustee shall be required to pay) any documentary, stamp, transfer or other similar taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or evidenced Holder and (b) shall establish to the satisfaction of ACT, ACTsub and the Trustee that such taxes, if any, have been paid.

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Applied Cellular Technology Inc)

AutoNDA by SimpleDocs

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror NPS pursuant to the Exchange Right or the Automatic Exchange Rights, the share certificate or certificates representing Acquiror NPS Common Shares to be delivered in connection with the payment of the total purchase price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of AcquirorNPS, the Corporation NPS - Allelix Inc. or the Trustee shall be required to pay) any documentary, stamp, transfer or other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or (b) shall have evidenced to the satisfaction of the Trustee, NPS and NPS - Allelix Inc. that such taxes, if any, have been paid.

Appears in 1 contract

Samples: Arrangement Agreement (NPS Pharmaceuticals Inc)

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror Merge pursuant to the Exchange Right or the Automatic Exchange Rights, the share certificate or certificates representing Acquiror Merge Common Shares to be delivered in connection with the payment of the total purchase price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of AcquirorMerge, the Corporation Matsub or the Trustee shall be required to pay) any documentary, stamp, transfer or other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or (b) shall have evidenced to the satisfaction of the Trustee, Merge and Matsub that such taxes, if any, have been paid.

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Merge Technologies Inc)

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror Apta pursuant to the Exchange Right or the Automatic Exchange Rights, the share certificate or certificates representing Acquiror Apta Common Shares to be delivered in connection with the payment of the total purchase price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of AcquirorApta, the Corporation Exchangeco or the Trustee Agent shall be required to pay) any documentary, stamp, transfer or other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or (b) shall have evidenced to the satisfaction of the Agent, Apta and Exchangeco that such taxes, if any, have been paid.

Appears in 1 contract

Samples: Voting and Exchange Agency Agreement (Apta Holdings Inc)

Stamp or Other Transfer Taxes. Upon any sale of Exchangeable Shares to Acquiror FCE pursuant to the Exchange Put Right or the Exchange Right or the Automatic Exchange Rights, the share certificate or certificates representing Acquiror Shares shares of FCE Common Stock to be delivered in connection with the payment of the purchase price therefor shall be issued in the name of the Beneficiary in respect of the Exchangeable Shares so sold or in such names as such Beneficiary may otherwise direct in writing without charge to the holder of the Exchangeable Shares so sold; provided, however, that such Beneficiary (a) shall pay (and none of AcquirorFCE, the Corporation ExchangeCo or the Trustee shall be required to pay) any documentary, stamp, transfer or other taxes that may be payable in respect of any transfer involved in the issuance or delivery of such shares to a person other than such Beneficiary or (b) shall have evidenced to the satisfaction of the Trustee, FCE and ExchangeCo that such taxes, if any, have been paid.

Appears in 1 contract

Samples: Combination Agreement (Fuelcell Energy Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!