Canadian Transfer Taxes definition

Canadian Transfer Taxes means all Canadian sales, use, goods and services and similar transfer Taxes other than Taxes covered by Section 10.11 of this Agreement.
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Examples of Canadian Transfer Taxes in a sentence

  • Seller shall pay to Buyer 50% of Canadian Transfer Taxes (including Canadian sales tax, land transfer tax and GST/HST) nonrecoverable by Buyer and paid to the appropriate Tax authority on the later of Closing or the receipt of a valid invoice.

  • The Buyer, on the one hand, and the Company, on the other hand, shall each be responsible for fifty percent (50%) of the amount of any Transfer Taxes arising by reason of this Agreement, other than, for the avoidance of doubt, any Transfer Taxes attributable to the transactions or actions described in Section 7.5, Section 7.7 or Section 7.8 (which shall be borne solely by the Company) and Canadian Transfer Taxes (which shall be borne solely by the Buyer).

  • Buyer shall be liable for and shall pay all Canadian Transfer Taxes properly payable upon and in connection with the sale, assignment and transfer of the Purchased Assets from the Canadian Seller to the Buyer.

  • Any transfer Taxes, documentary stamps, sales Taxes, and other Taxes, fees, or charges (other than Canadian Transfer Taxes) imposed by any state, county, municipality, or other governmental entity in connection with the sale, assignment, transfer, and conveyance of any personal property owned by Seller shall be paid by Seller and Buyer on a 50/50 basis; provided however, Buyer shall pay any and all transfer fees and costs related to the transfer and retitling all Transferred Vehicles in its name.

Related to Canadian Transfer Taxes

  • Transfer Taxes means any transfer, documentary, sales, use, stamp, registration and other similar Taxes and fees (including any penalties and interest) incurred in connection with the Transactions.

  • Canadian Taxes has the meaning specified in Section 1005.

  • Transfer Tax means any sales, use, transfer, real property transfer, recording, stock transfer and other similar Tax and fees, including any interest, penalty or addition thereto, whether disputed or not; provided, however, that the term “Transfer Tax” shall not include any Income Tax.

  • Seller Taxes has the meaning set forth in Section 11.1(f).

  • Transaction Taxes has the meaning set forth in Section 2.6.

  • Tax or Taxes means any federal, state, provincial, local, foreign or other tax (including any income tax, franchise tax, capital gains tax, gross receipts tax, value-added tax, surtax, estimated tax, excise tax, ad valorem tax, transfer tax, stamp tax, sales tax, use tax, property tax, withholding tax or payroll tax), and any related fine, penalty or interest, imposed, assessed or collected by or under the authority of any governmental body, whether disputed or not.

  • Foreign taxes means value-added taxes and custom duties assessed by a foreign government on a commodity. It does not include foreign sales taxes.

  • Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cash-outs or other compensatory payments in connection with the Transactions.

  • U.S. Taxes means any present or future tax, assessment or other charge or levy imposed by or on behalf of the United States of America or any taxing authority thereof or therein.

  • Seller’s Taxes shall have the meaning set forth in Section 5.4(a) hereof.

  • Other Taxes means all present or future stamp or documentary taxes or any other excise or property taxes, charges or similar levies arising from any payment made hereunder or under any other Loan Document or from the execution, delivery or enforcement of, or otherwise with respect to, this Agreement or any other Loan Document.

  • New Taxes means (i) any Taxes enacted and effective after the Effective Date, including, without limitation, that portion of any Taxes or New Taxes that constitutes an increase, or (ii) any law, order, rule or regulation, or interpretation thereof, enacted and effective after the Effective Date resulting in the application of any Taxes to a new or different class of parties.

  • Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.

  • Connection Income Taxes means Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes.

  • Local taxes means all taxes levied other than taxes levied for school operating purposes.

  • Canadian Tax Act means the Income Tax Act (Canada), as amended.

  • Further Taxes means any and all present or future taxes, levies, assessments, imposts, duties, deductions, fees, withholdings or similar charges (including, without limitation, net income taxes and franchise taxes), and all liabilities with respect thereto, imposed by any jurisdiction on account of amounts payable or paid pursuant to Section 4.01.

  • Applicable Withholding Taxes means the minimum aggregate amount of federal, state and local income and payroll taxes that the Company is required by applicable law to withhold in connection with any Incentive Award.

  • Income Taxes means any Tax which is based upon, measured by, or calculated with respect to (i) net income or profits (including, but not limited to, any capital gains, gross receipts, value added or minimum Tax) or (ii) multiple bases (including, but not limited to, corporate franchise, doing business or occupation Taxes) if one or more of the bases upon which such Tax may be based, by which it may be measured, or with respect to which it may be calculated is described in clause (i) of this sentence.

  • Asset Taxes means all ad valorem, property, excise, severance, production or similar Taxes (including any interest, fine, penalty or addition to Tax imposed by a taxing authority in connection with such Taxes) based upon operation or ownership of the Assets or the production of Hydrocarbons therefrom but excluding, for the avoidance of doubt, (a) income, capital gains, franchise and similar Taxes and (b) Transfer Taxes.

  • Assignment Taxes has the meaning set forth in Section 3.01(b).

  • Distribution Taxes means any Taxes incurred solely as a result of the failure of the Intended Tax Treatment of the Restructuring, the Contribution or the Distribution.

  • Transaction Tax Deductions means any Tax deductions relating to (i) any pay down or satisfaction of Company Indebtedness or other Indebtedness, (ii) the payment or incurrence of any Transaction Expenses or Transaction Bonus Payments and (iii) any other deductible payments attributable to the Contemplated Transactions economically borne by the Seller. For this purpose, any success-based fees shall be treated as deductible in accordance with Rev. Proc. 2011-29.

  • Pre-Closing Taxes means Taxes of the Company for any Pre-Closing Tax Period.

  • Closing Transaction Expenses means the Transaction Expenses as set forth on the Closing Statement.

  • Payroll Taxes means State Unemployment Insurance (SUI), Federal Unemployment Insurance (FUI), and payments pursuant to the Federal Insurance Contributions Act (FICA).