UK Value Added Tax Sample Clauses

UK Value Added Tax. The Buyer undertakes to the Seller to supply to the Sellers evidence reasonably satisfactory to the Sellers that it is a registered taxable person for the purposes of VAT.
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UK Value Added Tax. It is the intention of all parties to this Agreement that the Business shall be transferred to the Buyer as a going concern on the terms and conditions set forth herein and that the provisions of Article 5 shall apply to such transfer and the sale and purchase of the Acquired Assets as to be treated as neither a supply of goods nor a supply of services for purposes of VAT, and each party shall use its reasonable endeavors to procure that the sale of the Business is treated as neither a supply of goods nor a supply of services under that Article.
UK Value Added Tax. (a) The Parties agree that the sale of the Purchased Assets by Highland UK to Purchaser pursuant to this Agreement does not constitute a supply for VAT purposes, being a sale together with the transfer of the portion of the Business owned by Highland UK to Purchaser as a going concern for the purposes of Section 49 of the Value Added Tax Xxx 0000 (“VATA”) and Article 5 of the Value Added Tax (Special Provisions) Order 1995 SI 1995/1268, and that such portion of the Business being transferred to Purchaser is capable of separate operation. The Parties agree to cooperate with each other to use all reasonable efforts to secure that such Article 5 shall apply to the sale and, if appropriate, to agree the same in writing with Her Majesty’s Revenue and Customs (“HMRC”). Seller shall (unless HMRC permits Highland UK (or any associated company) to retain such records) deliver to Purchaser all records relating to the portion of the Business owned by Highland UK referred to in Section 49 of VATA within 30 days of HMRC finally refusing (taking account of any appeal or objection) Highland UK (or any associated company) permission to retain such records. The Parties agree that the Purchase Price is exclusive of Value Added Tax (“VAT“) such that if VAT is due in respect of any part of the Purchase Price, Purchaser shall pay to Highland UK the amount of VAT (together with any interest and penalties) due against the issue of a VAT invoice in respect thereof. Purchaser represents that it is registered for VAT.
UK Value Added Tax. (a) The Affiliate of the Buyer acquiring the United Kingdom Asset Class is or will as a result of the transfer immediately become a taxable person (as defined in section 3(1) of the United Kingdom Value Added Tax Act 1994).
UK Value Added Tax. (i) All amounts in money or money's worth due or which become due from the UK Purchaser to the UK Seller under this Agreement are exclusive of any applicable UK value added tax ("UK VAT") and the UK Purchaser shall pay to the UK Seller in addition to such amounts an amount equal to any output UK VAT for which the UK Seller is liable to account to H M Customs & Excise ("Customs") in respect of any supply made by the UK Seller to the UK Purchaser under or in connection with this Agreement.
UK Value Added Tax. (a) Seller and Purchaser consider that --------------- section 49(1) of the Value Added Tax Act 1994 of England and Wxxxx ("XATA") and Article 5 of the Value Added Tax (Special Provisions) Order 1995 of England and Wales will apply to the sale and purchase of the Calumet Coach Assets, so that the transaction is treated as a transfer of a going concern. Accordingly:
UK Value Added Tax. (a) The Buyer and ISSUK shall use their reasonable endeavours to procure that section 49(1) of the Value Added Tax Xxx 0000 ("VATA"), and Article 5 of the Value Added Tax (Special Provisions) Order 1995 (SI 1995/1268) shall apply to the sale by ISSUK pursuant to Article II of this Agreement. For this purpose, the Buyer shall give reasonable assistance and co-operation to ISSUK to enable ISSUK as soon as is practicable to prepare and submit a written request for a determination from Customs to that effect.
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UK Value Added Tax. (a) Sellers and Buyer shall use all reasonable endeavors to procure that the sale of the UK Business under this Agreement is treated
UK Value Added Tax. (a) The entity which acquires the UK Asset Class, whether the Buyer or an Affiliate to which it has assigned rights hereunder pursuant to Section 13.8, will become registered under the VAT Act by the time of the Closing applicable to the UK Asset Class.

Related to UK Value Added Tax

  • Value Added Tax (a) All consideration expressed to be payable under a Finance Document by any Party to a Finance Party shall be deemed to be exclusive of any VAT. If VAT is chargeable on any supply made by any Finance Party to any Party in connection with a Finance Document, that Party shall pay to the Finance Party (in addition to and at the same time as paying the consideration) an amount equal to the amount of the VAT.

  • Value added taxes The Rent and other amounts payable by LESSEE under this Lease are exclusive of any value added tax, turnover tax or similar tax or duty.

  • VAT (a) All amounts expressed to be payable under a Finance Document by any Party to a Finance Party which (in whole or in part) constitute the consideration for any supply for VAT purposes are deemed to be exclusive of any VAT which is chargeable on that supply, and accordingly, subject to paragraph (b) below, if VAT is or becomes chargeable on any supply made by any Finance Party to any Party under a Finance Document and such Finance Party is required to account to the relevant tax authority for the VAT, that Party must pay to such Finance Party (in addition to and at the same time as paying any other consideration for such supply) an amount equal to the amount of the VAT (and such Finance Party must promptly provide an appropriate VAT invoice to that Party).

  • DAC TAX 14.1 The parties to this Agreement agree to the following provisions pursuant to Section 1.848-2(g)(8) of the Income Tax Regulations effective December 29, 1992, under Section 848 of the Internal Revenue Code of 1986, as amended:

  • Estimated Tax Payments Not later than three (3) days prior to each Estimated Tax Installment Date with respect to a taxable period for which a Consolidated Return or a Combined Return will be filed, VMware shall pay to Dell Technologies on behalf of the VMware Group an amount equal to the amount of any estimated VMware Separate Tax Liability that VMware otherwise would have been required to pay to a Taxing Authority on such Estimated Tax Installment Date. If the VMware Separate Tax Liability for such taxable period is less than zero, then Dell Technologies shall pay to VMware an amount equal to the Tax Benefit that the Dell Technologies Group anticipates it will recognize for the entire year as a result of the VMware Separate Tax Liability being less than zero for such taxable period. Not later than seven (7) days prior to each such Estimated Tax Installment Date, Dell Technologies shall provide VMware with a written notice setting forth the amount payable by VMware in respect of such estimated VMware Separate Tax Liability and a calculation of such amount.

  • GST (a) Unless expressly included, the consideration for any supply under or in connection with this agreement does not include GST.

  • Sales Taxes The Seller shall bear and pay, and shall reimburse the Purchaser and the Purchaser’s affiliates for, any sales taxes, use taxes, transfer taxes, documentary charges, recording fees or similar taxes, charges, fees or expenses that may become payable in connection with the sale of the Assets to the Purchaser or in connection with any of the other Transactions.

  • Payment of Trade Liabilities, Taxes, etc Each Restricted Person will (a) timely file all required tax returns (including any extensions); (b) timely pay all taxes, assessments, and other governmental charges or levies imposed upon it or upon its income, profits or property; (c) within one hundred twenty (120) days after the date such goods are delivered or such services are rendered, pay all Liabilities owed by it on ordinary trade terms to vendors, suppliers and other Persons providing goods and services used by it in the ordinary course of its business; (d) pay and discharge when due all other Liabilities now or hereafter owed by it; and (e) maintain appropriate accruals and reserves for all of the foregoing in accordance with GAAP. Each Restricted Person may, however, delay paying or discharging any of the foregoing so long as it is in good faith contesting the validity thereof by appropriate proceedings, if necessary, and has set aside on its books adequate reserves therefor which are required by GAAP.

  • Goods and Services Tax (a) Subject to clause 13.3(b), all amounts referred to in this agreement which are relevant in determining a payment to be made by one party to another are exclusive of GST unless specifically indicated otherwise.

  • Income Tax For purposes of this Section 7, the term "Income Tax" means any Tax based on or measured by gross or net income or receipts (other than sales, use, license or property Taxes or Taxes in the nature thereof) (including, without limitation, capital gains taxes, minimum taxes, income taxes collected by withholding and taxes on tax preference items), and Taxes which are capital, doing business, excess profits or net worth taxes and interest, additions to tax, penalties, or other charges in respect thereof.

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