Transfer Taxes and Costs. All sales, use or other taxes (other than taxes on gross income, net income or gross receipts) and duties, levies or other governmental charges incurred by or imposed with respect to the property transfers undertaken pursuant to this Agreement shall be the responsibility of, and shall be collected, remitted and paid by, Buyer. Buyer agrees to reimburse Seller for all reasonable third party costs incurred by Seller and associated with assigning the Permits and Contracts to Buyer.
Transfer Taxes and Costs. All transfer taxes and necessary costs with respect to the transfer of the Securities either by Lender to Borrower or by Borrower to Lender, shall be paid by Borrower, if Lender shall incur any loss by reason of Borrower’s failure to pay all said taxes and costs as may be due, Lender shall be entitled to receive the same from Borrower and may retain an amount of the Collateral sufficient to satisfy its claim against Borrower in respect to said taxes and costs.
Transfer Taxes and Costs. All transfer taxes, stamp duties and fees and similar charges with respect to any transfers hereunder of Loaned Securities or Collateral shall be paid by Borrower. Borrower covenants and agrees that it shall ensure that this Agreement and all instruments of transfer in respect of any Loaned Securities or Collateral shall have been stamped in accordance with all applicable laws.
Transfer Taxes and Costs. All transfer, documentary, sales, use, stamp, registration and other such taxes and fees (including any penalties and interest) incurred in connection with this Agreement, if any, shall be paid by the Seller when due, and the Seller will, at 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 Buyers will, and will cause its affiliates to, join in the execution of any such tax returns and other documentation.
Transfer Taxes and Costs. All transfer, sales, use, value added, stamp, recording, registration, excise, or other similar Taxes and any notarial fees (other than Taxes measured by, or with respect to, income imposed on Purchaser) incurred in connection with (i) the Transfer of any of the Transferred Assets pursuant to this Agreement or the Transaction Documents, (ii) the delivery of this Agreement or any of the Transaction Documents, and (iii) the consummation of any of the transactions contemplated by this Agreement or any of the Transaction Documents (collectively, “Transfer Taxes”), shall be borne by Purchaser and Seller in equal shares. All such Transfer Taxes shall be timely paid, and all applicable filings, reports and returns shall be filed, by the party responsible for such payment and filings as provided under applicable law. The paying party shall be entitled to reasonably prompt reimbursement for one-half of the Transfer Taxes so paid from the non-paying party in accordance with this Section 5.9(a). Purchaser shall provide to Seller, and Seller shall provide to Purchaser, all exemption certificates or resale certificates with respect to the listed Transfer Taxes that may be provided for under applicable Law. Such certificates shall be in the form, and shall be signed by the proper party, as provided under applicable Law.
Transfer Taxes and Costs. All transfer, sales, use, value added, stamp, recording, registration, excise, or other similar Taxes and any notarial fees (other than Taxes measured by, or with respect to, income imposed on Purchaser) incurred in connection with (i) the transfer of any of the Purchased Assets pursuant to this Agreement or the Transaction Documents, (ii) the delivery of this Agreement or any of the Transaction Documents, and (iii) the consummation of any of the transactions contemplated by this Agreement or any of the Transaction Documents (collectively, “Transfer Taxes”), including penalties and interest, will be borne one-half by Purchaser and one-half by Seller. Except as required by Applicable Law, Seller and Purchaser shall cooperate in timely making all filings, Tax Returns, reports and forms as may be required in connection with such Transfer Taxes.
Transfer Taxes and Costs. All transfer, sales, use, value added, stamp, recording, registration, excise, or other similar Taxes and any notarial fees incurred in connection with (i) the transfer of any of the Transferred Assets pursuant to this Agreement or the Transaction Documents, (ii) the delivery of this Agreement or any of the Transaction Documents, and (iii) the consummation of any of the transactions contemplated by this Agreement or any of the Transaction Documents (collectively, “Transfer Taxes”), shall be borne in their entirety by Transferee. Transferee shall timely pay all such Transfer Taxes, and file all applicable filings, reports and returns related to such Transfer Taxes that Transferee is required to file under applicable Law, and Transferor shall reasonably cooperate with Transferee in connection therewith.
Transfer Taxes and Costs. All transfer, sales, use and other Taxes in connection with the transactions contemplated by this Agreement shall be paid equally by both Seller and Buyer. All costs to register or record the transfer of any intellectual property shall be paid by Buyer.
Transfer Taxes and Costs. All registration, stamp and transfer taxes and duties (including any fees of any authorities) that are payable as a result of the transactions contemplated by this Agreement and the costs for formally notarizing this Agreement shall be borne by the Purchaser. Provided however that the transaction expenses of the Company shall be paid prior to the Closing Date, and as a rule, such transaction expenses of the Company shall be borne by the Sellers.
Transfer Taxes and Costs. All transfer, sales, use, value added, goods and services, stamp, recording, registration, excise, or other similar Taxes and any notarial fees (other than Taxes measured by, or with respect to, income imposed on either Party) incurred in connection with (i) the transfer of any of the Purchased Assets pursuant to this Agreement or the Transaction Documents, (ii) the delivery of this Agreement or any of the Transaction Documents, and (iii) the consummation of any of the transactions contemplated by this Agreement or any of the Transaction Documents (collectively, “Transfer Taxes”) shall be borne equally by Cutanea and Medimetriks. Cutanea and Medimetriks shall prepare, execute and file all Tax Returns relating to Transfer Taxes and other documentation on a timely basis; provided, however, that any such Tax Returns of a Party relating to Transfer Taxes and other documentation related thereto shall be subject to the approval of the other Party, which approval shall not be unreasonably withheld, conditioned or delayed. Cutanea shall provide to Medimetriks, and Medimetriks shall provide to Cutanea, all applicable exemption certificates or resale certificates with respect to the listed Transfer Taxes that may be provided for under Applicable Law. Such certificates shall be in the form, and shall be signed by the proper Party, as provided under Applicable Law.
