No Taxation. Neither the Target, the Acquiring Company, nor the stockholders of the Target will recognize any gain or loss as a result of the Transaction.
No Taxation. No stamp duty, stamp duty reserve tax, capital duty or any similar issuance or transfer tax or duty and any related costs, fines, penalties or interest (if any) whether of Denmark, or elsewhere is payable by the Company, the Underwriters or the subscribers in connection with the issue, offer and delivery of the Preemptive Rights and the New Shares to subscribers procured by the Underwriters or, failing which, to the Underwriters themselves.
No Taxation. The System Organization will, and will require Centers and Program Participants to, use best efforts, to the extent allowed by applicable agreements, such as those signed with host governments, and other applicable laws, to ensure that the use of the Window 1, 2 and 3 Funds will be free from any taxation or fees imposed under local laws. Responsibility to Inform. The System Organization will promptly inform Funders through the System Council should substantial deviation from the CGIAR Research supported with Window 1, 2 and 3 Funds develop and will require Centers to inform it of the same.
No Taxation. Centers will, and will require Program Participants to, use best efforts, to the extent allowed by applicable agreements, such as those signed with host governments, and other applicable laws, to ensure that the use of the Window 1, 2 and 3 Funds will be free from any taxation or fees imposed under local laws. Responsibility to Inform. The Participating Centers will promptly inform the Lead Center and System Organization, and the Lead Center will promptly inform the System Organization, should substantial deviation from the CGIAR Research supported with Window 1, 2 and 3 Funds develop. No Discrimination against Persons with Disabilities. Centers will not, and will require Program Participants, to agree not to discriminate against persons with disabilities in the implementation of activities financed by the Window 1, 2 and 3 Funds, and to make every effort to respect the principles of the UN Convention on the Rights of Persons with Disabilities in performing such activities. To that end, and to the extent this goal can be accomplished within the scope of the objectives of the CGIAR Research, the System Organization, Centers and any Program Participants involved in an activity financed by the Window 1, 2 and 3 Funds should demonstrate a comprehensive and consistent approach for including men, women and children with disabilities consistent with such principles: (1) respect for inherent dignity, individual autonomy including the freedom to make one's own choices, and independence of persons; (2) non-discrimination; (3) full and effective participation and inclusion in society; (4) respect for difference and acceptance of persons with disabilities as part of human diversity and humanity; (5) equality of opportunity; (6) accessibility; (7) equality between men and women; and (8) respect for the evolving capacities of children with disabilities.
No Taxation. Assuming the Initial Purchasers are not otherwise subject to Israeli taxation by the conduct of their business activities, (A) the sale and delivery to the Initial Purchasers of the Securities as contemplated in this Agreement and the sale and delivery of the Securities by the Initial Purchasers to subsequent purchasers as contemplated in this Agreement, are not subject to any tax imposed by Israel or any political subdivision or taxing authority thereof or therein any or stamp or other issuance or transfer tax, duty, capital gain tax or withholding tax imposed by federal law, the laws of any state, or any political subdivision thereof, or any taxing authority in any jurisdiction, except for the Israeli stamp taxes applicable to the issuance of the Securities to be sold by the Company under this Agreement (which will be paid by the Company at the Closing Time, or promptly and on a timely basis after the Closing Time, to the extent required by, and in accordance with, Israeli law) and (B) except as disclosed in the Offering Memorandum, (1) payments under the Securities will not be subject to withholding tax imposed under the laws of Israel or any political subdivision or taxing authority thereof or therein and (2) the proceeds from any sale or other disposition of securities will not be subject to any capital gains, withholding or other taxes imposed by Israel or any political subdivision or taxing authority thereof or therein.
No Taxation. Assuming the Underwriters are not otherwise subject to Israeli taxation by the conduct of their business activities, the sale and delivery to the Underwriters of the Securities as contemplated in this Agreement and the sale and delivery of the Securities by the Underwriters to subsequent purchasers as contemplated in this Agreement, are not subject to any tax imposed by Israel or any political subdivision thereof or any stamp or other issuance or transfer tax, duty, capital gain tax or withholding tax imposed by federal law, the laws of any state, or any political subdivision thereof, or any taxing authority in any jurisdiction, except for (i) the Israeli stamp taxes applicable to the issuance of the Securities to be sold by the Company under this Agreement (which will be paid by the Company at the Closing Time, or immediately after the Closing Time, to the extent required by, and in accordance with, Israeli law) and (ii) any New York State stock transfer tax payable upon the sale and delivery of the Securities by the Selling Shareholders to the Underwriters (which will be paid by the applicable Selling Shareholder at the Closing Time, or immediately after the Closing Time, to the extent required by, and in accordance with, New York State law).
