Taxes Payable. 7.1 The Corporation agrees to reimburse the Indemnified Party for the net amount of all taxes payable by the Indemnified Party under the taxing laws of any jurisdiction as a result of the payment or reimbursement or Advance under this Agreement, including this clause, constituting a taxable benefit to the Indemnified Party.
Taxes Payable. The JVC shall pay taxes in accordance with the applicable laws and regulations of PRC, and shall enjoy the preferential treatment it is entitled to under the Income Tax Law for Foreign Investment Enterprises and other applicable laws and regulations of the province and of PRC. Party A shall, in this respect, provide its utmost assistance.
Taxes Payable. Notwithstanding and in lieu of the procedures set forth in Section 8.4, upon Purchaser's request, Parent shall pay to Purchaser in immediately available funds within thirty (30) days following the filing of the applicable Tax Return, an amount equal to the Pre-Closing Taxes shown as owing on all Tax Returns of either Company filed or caused to be filed by Purchaser. Within thirty (30) days after receipt, Purchaser shall pay or cause to be paid to Parent any refund of Taxes received by Purchaser, any Company, or any Affiliate thereof after the Closing, or any Tax credit actually applied (to the extent so applied) to reduce the Taxes of Purchaser, any Company, or any Affiliate, for any period beginning after the Closing Date, to the extent that the Tax refunded or credited was paid on or before the Closing Date by any Company, Parent, or any Affiliate thereof for a period ending on or before the Closing Date (such portion with respect to a Straddle Period to be allocated consistently with the principles set forth in Section 5.8(c)).
Taxes Payable. Notwithstanding and in lieu of the procedures set forth in Section 7.4, upon Parent’s request, the Securityholders’ Representative shall authorize transfer to Parent from the Escrow Account in immediately available funds within 15 days following the filing of the applicable Tax Return, an amount equal to (i) the Taxes shown as owing on all CEA 2010 Income Tax Returns, if any, less the Tax Adjustment Amount (ii) the Taxes shown as owing on all other Tax Returns filed by Parent that include a period that ends on the Closing Date (other than the CEA 2010 Income Tax Returns) except to the extent such Taxes were included as a liability in the computation of Net Working Capital (as finally determined pursuant to Section 1.10), and (iii) the Former Securityholders’ share of Taxes owing on all Tax Returns filed or caused to be filed by Parent that includes a Straddle Period except to the extent such Taxes were included as a liability in the computation of Net Working Capital (as finally determined pursuant to Section 1.10), which share shall be that portion of the Taxes for the Straddle Period that are properly allocable to the period that the Former Securityholders owned the Company Shares and the CEA Shares as described in Section 4.11(c). If the Taxes shown as owing on any Tax Return filed pursuant to (i) or (ii) above are less than the amount of Taxes paid by the Company or CEA prior to the Closing Date in respect of such Taxes (including the Tax Adjustment Amount) (in each case, an “Overpayment”) Parent shall pay over to the Securityholders’ Representative on behalf of the Former Securityholders any such Overpayment within 15 days following the filing of such Tax Return.
Taxes Payable. Client acknowledges and agrees that it shall be responsible for payment of all applicable taxes including, but not limited to, Goods and Services Tax and applicable provincial taxes.
Taxes Payable. Sellers shall file or cause to be filed returns and pay (without duplication of amounts otherwise payable): (i) federal income Taxes of or payable by Sellers and (ii) all state, local, provincial and foreign income Taxes with respect to which any Seller has filed or is required to file a Tax return, in each case, for all taxable periods ending on or prior to the Closing Date, other than any such Taxes and any interest and penalties arising from any act or omission by Purchaser or any of its subsidiaries or affiliates. Purchaser shall be responsible to file returns and to pay all Taxes of or payable with respect to the Business that are not described as being the responsibility of Sellers in the first sentence of this Section 4.4(a). Purchaser shall file returns and pay all Taxes of or payable with respect to the Business other than the Taxes that are described as being the responsibility of Sellers in the first sentence of this Section 4.4(a) and the Taxes of Sellers in respect of the Business for the periods or parts thereof up to and including the Closing Date.
Taxes Payable. Any capital gains taxes, income taxes, transfer taxes, stamp duties, filing fees, registration fees, amounts required to be withheld, recordation expenses, escrow fees or other similar taxes, fees, charges, amounts or expenses incurred by the Seller or the Company in connection with the transfer of the Shares to the Buyer shall be borne and paid exclusively by the Seller. The Seller shall be prepare and timely file (or cause to be prepared and timely filed) any Tax Returns for these Taxes and shall be responsible for all fees and expenses in connection therewith.
Taxes Payable. At the Time of Closing, the Purchaser shall pay to the Vendor, or to whom the Vendor may direct, by wire transfer, certified cheque or other immediately available funds, the amounts set forth in Schedule 3.7 - Allocation of the Purchase Price in respect of the GST and provincial sales taxes exigible in connection with the transaction contemplated hereby (in this section 3.9 called the "Taxes Payable"). The Taxes Payable shall be remitted by the Vendor in accordance with the ETA, the Retail Sales Tax Act (Ontario) and the Retail Sales Tax Act (Manitoba).The Taxes Payable shall be adjusted, to the extent necessary, based upon the Closing Balance Sheet Accounts, and any adjustment payment in respect thereof shall be made and, if necessary, remitted to the appropriate taxing authority, by the party responsible therefor at the time the purchase price adjustment payments are made pursuant to section 3.6.