Common use of Payment of Sales, Use or Similar Taxes Clause in Contracts

Payment of Sales, Use or Similar Taxes. (a) Purchaser shall be responsible for (and shall indemnify and hold harmless Seller against) any sales taxes applicable to the Purchased Assets and for all other applicable sales, use, stamp, documentary, filing, recording, transfer or similar fees or taxes or governmental charges (including real property transfer gains taxes, UCC-3 filing fees, FAA, ICC, DOT, real estate and motor vehicle registration, title recording or filing fees and other amounts payable in respect of transfer filings) in connection with the transactions contemplated by this Agreement (other than taxes measured by or with respect to income imposed on Seller or its Affiliates). Seller shall file all necessary documents (including all Tax Returns) with respect to all such amounts in a timely manner.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Attis Industries Inc.), Asset Purchase Agreement (Attis Industries Inc.), Asset Purchase Agreement

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Payment of Sales, Use or Similar Taxes. (a) Purchaser and Sellers shall each be responsible for (and shall indemnify and hold harmless Seller Sellers or Purchaser as the case may be, against) one-half of any sales taxes applicable to the Purchased Assets and for all other applicable sales, use, stamp, documentary, filing, recording, transfer or similar fees or taxes or governmental charges (including real property transfer gains taxes, UCC-3 filing fees, FAA, ICC, DOT, real estate and motor vehicle registration, title recording or filing fees and other amounts payable in respect of transfer filings) in connection with the transactions contemplated by this Agreement (other than taxes measured by or with respect to income imposed on Seller or its Affiliates) (all such non-excepted Taxes, "Transfer Taxes"). Seller Sellers shall file all necessary documents (including all Tax Returns) with respect to all such amounts in a timely manner.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Metrocall Holdings Inc), Asset Purchase Agreement (Leucadia National Corp)

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