Common use of Transfer Agreements Clause in Contracts

Transfer Agreements. At the closing of any sale of a Partnership Interest pursuant to Section 18.1, 18.2, 21.3 or 21.4; (i) the instrument of transfer required to be delivered by the selling Partner shall contain a surviving representation concerning the absence of liens and encumbrances and shall contain a provision indemnifying and holding the purchasing Partner harmless from any loss, cost or expense (including reasonable attorneys’ fees) it may incur by reason of any breach of such representation; and (ii) the selling Partner shall pay all transfer, stamp or gains Tax and any similar taxes due in connection with the conveyance of its Partnership Interest to the purchasing Partner.

Transfer Agreements. At the closing of any sale of a Partnership Interest pursuant to Section 18.1Sections 17.2. or 17.3., 18.2, 21.3 or 21.4; (i) the instrument of transfer required to be delivered by the selling transferring Partner shall contain a surviving representation concerning the absence of liens and encumbrances and shall contain a provision indemnifying and holding the purchasing other Partner harmless from any loss, cost or expense (including reasonable attorneys’ ' fees) it may incur by reason of any breach of such representation; and (ii) the selling transferring Partner shall pay all transfer, stamp or gains Tax and any similar taxes due in connection with the conveyance of its Partnership Interest to the purchasing PartnerInterest.