Xxx-Xxxxxx Xxxxx xx Xxxxx Xxxxxx Sample Clauses

Xxx-Xxxxxx Xxxxx xx Xxxxx Xxxxxx. (a) The Seller shall be responsible for all Non-Income Taxes (as defined in Article 18) of Heath Canada attributable to the period prior to the Closing, except to the extent of any reserve for Non-Income Taxes set forth on the Closing Balance Sheet. (b) The Buyer shall prepare (or cause to be prepared) and file (or cause to be filed) on a timely basis any Tax Returns for Non-Income Taxes of Heath Canada that are due (including all applicable extensions) after the Closing Date. Such Tax Returns shall be prepared on a basis consistent with the past practice of Heath Canada to the extent such practice is consistent with all applicable federal, state, provincial, local and foreign Tax laws, rules and regulations. The Buyer shall pay (or cause to be paid) all Non-Income Taxes shown to be due on such Tax Returns. The Seller shall be liable for and shall reimburse the Buyer for that portion of such Taxes for which the Seller is responsible under paragraph (a) above. Any such reimbursement shall occur within five (5) business days of receipt of notice of payment by the Buyer. (c) With respect to any Tax period that begins before but ends after the Closing Date, the respective allocation between the Seller and the Buyer for Non-Income Taxes of Heath Canada shall be based PRO RATA on the number of days in the applicable Tax period prior to the Closing Date as compared to the number of days in the Tax period on or after the Closing Date, or based on some other method determined by the Buyer and the Seller to be more appropriate. (d) The Seller shall be entitled to all refunds of Non-Income Taxes of the type and for the Tax periods referred to in paragraph (a) above, except with respect to any Tax Return for which the Buyer has paid a portion of the relevant Non-Income Taxes as provided in paragraph (b) above, in which case the Buyer shall be entitled to a PRO RATA portion of such refund based on the proportion of applicable Non-Income Taxes paid by the Buyer.
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Related to Xxx-Xxxxxx Xxxxx xx Xxxxx Xxxxxx

  • Xxxx-Xxxxx-Xxxxxx Notwithstanding any other provision in this Agreement, in the event the Xxxx Xxxxx Xxxxxx Antitrust Improvements Act of 1976, as amended (the “HSR Act”), is applicable to any Member by reason of the fact that any assets of the Company will be distributed to such Member in connection with the dissolution of the Company, the distribution of any assets of the Company shall not be consummated until such time as the applicable waiting periods (and extensions thereof) under the HSR Act have expired or otherwise been terminated with respect to each such Member.

  • Xxxxxx Xxxxxx Xxxx Xx Day, 3rd Monday in January;

  • XXX XXXXXXX Xxx The parties hereto acknowledge that in accordance with Section 326 of the USA PATRIOT Act, the Trustee, like all financial institutions and in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Trustee. The parties to this Indenture agree that they will provide the Trustee with such information as it may request in order for the Trustee to satisfy the requirements of the USA PATRIOT Act.

  • Xxx Xxxxxx If the Customer requests any on-site or on-site maintenance service (except for any error/problem caused by the Company’s system, equipment/accessories), the Company shall charge a service fee of HK$400 or such amount as determined by the Company at its sole discretion.

  • Xxx Xxxxx Chairman

  • SOMEC XXXXX XXXXX XXXXX XXXXX XXXXX UNBUNDLED LOCAL SWITCHING, PORT USAGE End Office Switching (Port Usage) End Office Switching Function, Per MOU 0.0010519 End Office Trunk Port - Shared, Per MOU 0.0002136 Tandem Switching (Port Usage) (Local or Access Tandem) Tandem Switching Function Per MOU 0.0001634 Tandem Trunk Port - Shared, Per MOU 0.0002863 Tandem Switching Function Per MOU (Melded) 0.00004951 Tandem Trunk Port - Shared, Per MOU (Melded) 0.000086749 Melded Factor: 30.30% of the Tandem Rate Common Transport Common Transport - Per Mile, Per MOU 0.0000045 Common Transport - Facilities Termination Per MOU 0.0004095

  • Xx Xxxxxx No waiver or modification of this Agreement or any of its terms is valid or enforceable unless reduced to writing and signed by the party who is alleged to have waived its rights or to have agreed to a modification.

  • Xxxx Xxxxxx Purchase Order and Sales Contact Email 2 2 Purchase Order and Sales Contact Phone 2 3 Company Website 4 Entity D/B/A's and Assumed Names 5 Primary Address 2 6 Primary Address City 7 Primary Address State 2 8 Primary Address Zip 9 Search Words Identifying Vendor Certification of Vendor Residency (Required by the State of Texas)

  • Xxx Xxxxxxx If the Parties do not agree on an Adjudicator the Adjudicator will be appointed by the Arbitration Foundation of Southern Africa (AFSA).

  • XX XXXXXXX XXXXXXX the parties hereof have caused this Agreement to be executed in duplicate on the day and year first above written.

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