Common use of Certain Taxes Clause in Contracts

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder when due, and the Acquiror Principal Shareholder will, at their expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Law, the Acquiree will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 7 contracts

Samples: Share Exchange Agreement (RPM Dental, Inc.), Share Exchange Agreement (Sweets & Treats Inc.), Share Exchange Agreement (Moving Box Inc)

AutoNDA by SimpleDocs

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder Sellers when due, and the Acquiror Principal Shareholder Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Cemtrex Inc), Membership Interest Purchase Agreement (Nu Skin Enterprises Inc), Stock Purchase Agreement (Remote MDX Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder Shareholders when due, and the Acquiror Principal Shareholder Shareholders will, at their expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Law, the Acquiree will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 5 contracts

Samples: Share Exchange Agreement (Nac Global Technologies, Inc.), Share Exchange Agreement (Nac Global Technologies, Inc.), Securities Exchange Agreement (Top Gear Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this AgreementAgreement (including any corporate-level gains tax triggered by the sale of the Stock), shall be paid by the Acquiror Principal Shareholder Sellers when due, and the Acquiror Principal Shareholder Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, fees and, if required by applicable Law, the Acquiree Buyer will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Teo Foods Inc), Stock Purchase Agreement (Teo Foods Inc), Stock Purchase Agreement (Nascent Wine Company, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder Buyer when due, and the Acquiror Principal Shareholder Buyer will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree will, and Sellers will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Segmentz Inc), Stock Purchase Agreement (Segmentz Inc), Stock Purchase Agreement (Segmentz Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, Agreement shall be paid by the Acquiror Principal Shareholder Shareholders when due, and the Acquiror Principal Shareholder Shareholders will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Purchaser will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Synagro Technologies Inc), Stock Purchase Agreement (Synagro Technologies Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder Members when due, and the Acquiror Principal Shareholder Members will, at their its or his own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Armada will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Member Interest Purchase Agreement (Armada Water Assets Inc), Member Interest Purchase Agreement (Armada Water Assets Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, Agreement shall be paid by the Acquiror Principal Shareholder Equityholders when due, and the Acquiror Principal Shareholder willEquityholders shall, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree willEquityholders shall, and will shall cause its Affiliates their affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Headwaters Inc), Agreement and Plan of Merger (Headwaters Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, Agreement shall be paid borne 50% by the Acquiror Principal Shareholder Purchaser and 50% by the Shareholders when due, and the Acquiror Principal Shareholder will, at their expense, Shareholders will file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Purchaser will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Tri-S Security Corp)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with the Transfers and the other transactions contemplated by this AgreementAgreement (collectively, "Transaction Taxes") shall be paid by the Acquiror Principal Shareholder when due, and the Acquiror Principal Shareholder will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and feesTransaction Taxes, and, if required by applicable Lawlaw, the Acquiree Purchaser will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (CNF Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with the sale of Shares pursuant to this Agreement, Agreement shall be paid by the Acquiror Principal Shareholder when due, and the Acquiror Principal Shareholder will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Purchaser will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Gibraltar Steel Corp)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder Shareholders when due, and the Acquiror Principal Shareholder Shareholders will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Buyer will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Digene Corp)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, Agreement shall be paid by the Acquiror Principal Shareholder Buyer when due, and the Acquiror Principal Shareholder Buyer will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Law, the Acquiree Stockholders will, and will cause its their Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (XPO Logistics, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties penalties, interest and interestadditions) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder Equity One when due, and the Acquiror Principal Shareholder Equity One will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, fees and, if required by applicable Lawlaw, the Acquiree Shareholder will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Exchange Agreement (Equity One Inc)

Certain Taxes. . All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder when due, and the Acquiror Principal Shareholder will, at their expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Law, the Acquiree will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Share Exchange Agreement (Cactus Ventures, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Sole Shareholder when due, and the Acquiror Principal Sole Shareholder will, at their expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Law, the Acquiree will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Share Exchange Agreement (Anpulo Food, Inc.)

AutoNDA by SimpleDocs

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder when due, and the Acquiror Principal Shareholder will, at their expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Law, the Acquiree will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Share Exchange Agreement (Camp Nine, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including including, without limitation, any penalties and interest) incurred in connection with this AgreementAgreement and any other similar Tax that may be imposed, shall be paid by the Acquiror Principal Shareholder when due, and the Acquiror Principal Shareholder will, at their expense, will file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable LawLegal Requirements, the Acquiree will, and Acquirer will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Acquisition Agreement (Pure Earth, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, Agreement shall be paid by the Acquiror Principal Shareholder Shareholders when due, and the Acquiror Principal Shareholder Shareholders will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Purchaser will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Purchase Agreement (Gibraltar Steel Corp)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) ), if any, incurred in connection with this Agreement, Agreement shall be paid 50% by the Acquiror Principal Shareholder and 50% by the Seller Parties when due, and the Acquiror Principal Shareholder will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, if any, and, if required by applicable Law, the Acquiree will, and Member Representative will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Valeant Pharmaceuticals International)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder Sole Member when due, and the Acquiror Principal Shareholder Sole Member will, at their his own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other such Taxes and fees, and, if required by applicable Law, each of the Acquiree Purchaser and the Company will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Widepoint Corp)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the Acquiror Principal Shareholder Acquired Corporation when due, and the Acquiror Principal Shareholder Acquired Corporation will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Argosy Education Group Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, Agreement shall be paid by the Acquiror Principal Shareholder Shareholders when due, and the Acquiror Principal Shareholder willShareholders shall, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, and if required by applicable Lawlaw, the Acquiree willBuyer shall, and will shall cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Saker Aviation Services, Inc.)

Certain Taxes. All Any transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred imposed by any Governmental Entity upon any of the companies in connection with this Agreement, Agreement shall be paid by the Acquiror Principal Shareholder Seller when due, and the Acquiror Principal Shareholder Seller will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all any such applicable transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Buyer will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mueller Industries Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, ------------- registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, Agreement shall be paid by the Acquiror Principal Shareholder Principals when due, and the Acquiror Principal Shareholder Principals will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by applicable Lawlaw, the Acquiree Acquiror will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Imall Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.