Recoverable Transfer Taxes definition

Recoverable Transfer Taxes means (i) the Canadian goods and services tax/harmonized sales tax imposed under Part IX of the Excise Tax Act (Canada) and the Quebec sales tax imposed under An Act Respecting the Quebec Sales Tax and (ii) any other Transfer Taxes that may be recovered (as reasonably determined by the party entitled to such Recovery) by way of a refund, credit, offset or other reduction in Tax liability in the jurisdiction imposing such Transfer Taxes.
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Recoverable Transfer Taxes means any Transfer Taxes that may be recovered (as mutually determined by the Parties) by way of a refund, credit, offset or other dollar-for-dollar reduction in Tax liability in the jurisdiction imposing such Transfer Taxes.
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Recoverable Transfer Taxes shall have the meaning assigned thereto in Section 7.6(b).
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Examples of Recoverable Transfer Taxes in a sentence

  • All other sales, use, retail sales, excise, goods and services, harmonized sales, value-added, transfer, recording, privilege, documentary, registration, conveyance, real estate transfer, excise, license, stamp, or similar Taxes arising out of, in connection with or attributable to the purchase by Buyer of the Included Assets pursuant to this Agreement (together with the Recoverable Transfer Taxes, the “Transfer Taxes”) shall be borne 50% by the Buyer and 50% by the Seller.

  • All Recoverable Transfer Taxes incurred in connection with the transactions contemplated by this Agreement shall be borne by the party entitled to the recovery of such Recoverable Transfer Taxes.

  • The Initial Purchase Price and Final Purchase Price are exclusive of any Recoverable Transfer Taxes and Nonrecoverable Transfer Taxes described above.

  • Each of Buyer and the applicable Seller shall be responsible for fifty percent (50%) of all Transfer Taxes incurred as a result of the transfer of the Equity Interests and the Transferred Assets and Liabilities to Buyer; provided, that (a) Buyer shall pay 100% of any United Kingdom stamp duty arising on the transfer of the Equity Interests of Coyote UK to Buyer pursuant to the terms of this Agreement and (b) the applicable Seller shall not be responsible for any Buyer Recoverable Transfer Taxes.

  • Seller and its Subsidiaries and Buyer and its Subsidiaries shall cooperate in minimizing any such Recoverable Transfer Taxes and Nonrecoverable Transfer Taxes including making on a timely basis all filings, returns, reports and forms as may be required to comply with the provisions of such tax laws.

  • It is the intent of the Buyer and its Subsidiaries and the Seller and its Subsidiaries that the sale and transfer of the Business and Purchased Assets shall be deemed a sale and transfer of a business as a going concern for the purposes of any applicable law governing the payment of Recoverable Transfer Taxes and Nonrecoverable Transfer Taxes.

  • All Transfer Taxes other than Recoverable Transfer Taxes incurred in connection with the transactions contemplated by this Agreement shall be borne 50% by Buyer and 50% by Seller.

  • Nonrecoverable Transfer Taxes and Recoverable Transfer Taxes are together referred to as “Transfer Taxes”.

  • The Base Purchase Price and Final Purchase Price are exclusive of any Recoverable Transfer Taxes and Nonrecoverable Transfer Taxes described above.


More Definitions of Recoverable Transfer Taxes

Recoverable Transfer Taxes means Transfer Taxes that are recoverable through a refund, offset or other reduction in Tax liability in the relevant jurisdiction imposing such Transfer Tax.
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Recoverable Transfer Taxes means (i) the Canadian goods and services tax/harmonized sales tax imposed under Part IX of the Excise Tax Act (Canada) and the Quebec sales tax imposed under an Act respecting the Quebec sales tax and (ii) any other Transfer Taxes that may be recovered (as reasonably determined by the Party entitled to such Recovery) by way of a refund, credit, offset or other reduction in Tax liability in the jurisdiction imposing such Transfer Taxes.
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Recoverable Transfer Taxes has the meaning set forth in SECTION 8.2(A)(IV).
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Recoverable Transfer Taxes means Transfer Taxes to the extent Buyer is entitled to recover or benefit from such Transfer Taxes by any means, including refund, input credit or reduction of its payments of Transfer Taxes. The parties shall cooperate in making, in a timely manner, all filings, returns, reports and forms as may be required to comply with the provisions of any laws relating or applicable to Transfer Taxes. Neither Seller nor Buyer, nor any of their respective Affiliates, shall take any position on any filing with any Governmental Body inconsistent with the terms set forth in this Agreement unless required to do so by applicable law.
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Recoverable Transfer Taxes means Transfer Taxes that are recoverable or creditable by Purchaser (or any of its affiliates) under Applicable Law governing the payment of such Transfer Taxes, including Canada Taxes, value added tax imposed by the People’s Republic of China and other similar recoverable or creditable Transfer Taxes in other jurisdictions.
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Recoverable Transfer Taxes means Transfer Taxes to the extent the Purchaser is entitled to recover or benefit from such Transfer Taxes by any means, including refund, input credit or reduction of its payments of transfer taxes;
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Related to Recoverable Transfer Taxes

  • Transfer Taxes has the meaning set forth in Section 6.05.

  • Transfer Tax means all transfer, documentary, sales, use, stamp, registration, value added and other such Taxes and fees (including any penalties and interest) incurred in connection with the transactions contemplated under this Agreement.

  • Seller Taxes has the meaning set forth in Section 11.1(f).

  • Seller’s Taxes shall have the meaning set forth in Section 5.4(a) hereof.

  • Transaction Taxes has the meaning set forth in Section 2.6.

  • Closing Transaction Expenses means the Transaction Expenses as set forth on the Closing Statement.

  • Distribution Taxes means any Taxes incurred solely as a result of the failure of the Intended Tax Treatment of the Restructuring, the Contribution or the Distribution.

  • Special Taxes means any and all present or future taxes, levies, imposts, deductions, charges or withholdings, or any liabilities with respect thereto, including those arising after the date hereof as result of the adoption of or any change in law, treaty, rule, regulation, guideline or determination of a Governmental Authority or any change in the interpretation or application thereof by a Governmental Authority but excluding, in the case of Lender, such taxes (including income taxes, franchise taxes and branch profit taxes) as are imposed on or measured by Lender’s net income by the United States of America or any Governmental Authority of the jurisdiction under the laws under which Lender is organized or maintains a lending office.

  • Indemnified Losses is defined in Section 5.03 of the Servicing Agreement.

  • Conveyance Taxes means all sales, use, value added, transfer, stamp, stock transfer, real property transfer or gains and similar Taxes.

  • Transfer expenses means all expenses of a transfer that the transfer agreement requires the payee to pay or have deducted from the gross advance amount, including, but not limited to, court filing fees, attorney fees, escrow fees, lien recordation fees, judgment and lien search fees, finders' fees, commissions, and other payments to a broker or other intermediary. Transfer expenses do not include preexisting obligations of the payee that are payable for the payee's account from the proceeds of a transfer.

  • Tax Indemnified Party shall have the meaning set forth in Section 7.6(d).

  • Asset Taxes means all ad valorem, property, excise, severance, production or similar Taxes (including any interest, fine, penalty or addition to Tax imposed by a taxing authority in connection with such Taxes) based upon operation or ownership of the Assets or the production of Hydrocarbons therefrom but excluding, for the avoidance of doubt, (a) income, capital gains, franchise and similar Taxes and (b) Transfer Taxes.

  • Disposition Expenses means reasonable out-of-pocket expenses incurred by the Servicer in connection with the sale at auction or other disposition of a Leased Vehicle by the Servicer.

  • Assignment Taxes has the meaning set forth in Section 3.01(b).

  • Estimated Transaction Expenses has the meaning set forth in Section 2.3(a).

  • Indemnified Costs has the meaning specified in Section 8.05(a).

  • Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cash-outs or other compensatory payments in connection with the Transactions.

  • Gross receipts tax means any gross receipts, sales, use, excise, value added or any similar tax.

  • Foreign taxes means value-added taxes and custom duties assessed by a foreign government on a commodity. It does not include foreign sales taxes.

  • Connection Income Taxes means Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes.

  • Local taxes means all taxes levied other than taxes levied for school operating purposes.

  • Claim Expenses means reasonable documented attorneys’ fees and all other reasonable documented out-of-pocket costs, expenses and obligations (including experts’ fees, travel expenses, court costs, retainers, transcript fees, duplicating, printing and binding costs, as well as telecommunications, postage and courier charges) paid or incurred in connection with investigating, defending, being a witness in or participating in (including on appeal), or preparing to investigate, defend, be a witness in or participate in, any Claim, including any Action relating to a claim for indemnification or advancement brought by an Indemnified Party as contemplated in Section 7.5.

  • Excluded Expenses means an amount a claimant pays for insurance offered under a health benefit plan for a taxable year if:

  • Tax Fees means the aggregate fees billed in each of the last two fiscal years for professional services rendered by the Company’s external auditor for tax compliance, tax advice and tax planning.

  • Other Taxes means all present or future stamp or documentary taxes or any other excise or property taxes, charges or similar levies arising from any payment made hereunder or under any other Loan Document or from the execution, delivery or enforcement of, or otherwise with respect to, this Agreement or any other Loan Document.