Examples of Transferred Vehicles in a sentence
During that time, special education teachers will meet with students on IEP’s.
The parties shall, and shall cause their respective subsidiaries to, use their commercially reasonable efforts to work together (and, if necessary and desirable, to work with the third party to any applicable Contract) in an effort to transfer the Transferred Vehicles and Forklifts to Purchaser’s “lease pool” and/or to Purchaser pursuant to arrangements between Purchaser and the applicable lessor, in each case, in a lawful, contractually permissible and commercially reasonable manner.
From time to time, subject to the terms and provisions hereof, the Lessor agrees to lease to the Lessee, and the Lessee agrees to lease from the Lessor, New Vehicles identified in New Vehicle Schedules and Transferred Vehicles identified in Transferred Vehicle Schedules, in each case provided to the Lessor by the Servicer from time to time pursuant to Sections 1.04 and 1.06 of the Purchase Agreement.
Seller agrees to sell to Buyer, and Buyer agrees to purchase or cause its Affiliates to purchase from Seller, the Transferred Vehicles for the fair market value of such vehicles as of the Closing Date; provided, that Buyer and Seller shall use their respective Commercially Reasonable Efforts to consummate such sale within ten (10) Business Days of Closing.
To accomplish this, the team has a response vehicle with a recommended load list ready for dispatch 24 hours a day, 7 days a week, 365 days a year.
The Parties anticipate that the sale of the Purchased Assets (other than Transferred Vehicles) will be exempt from Indiana sales and use Taxes as a (i) casual sale pursuant to Indiana Sales and Use Tax Rule 45 IAC 2.2-1-1(d) for assets not held for resale in the ordinary course of business and (ii) sale for resale pursuant to Indiana Sales and Use Tax Rule 45 IAC 2.2-5-15 for Assets held for resale in the ordinary course of business.
The Parties agree that the Transferred Vehicles exhibit attached hereto as Exhibit E shall be added to the Purchase Agreement as a new Exhibit H to follow immediately after Exhibit G of the Purchase Agreement.
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.
Purchaser shall indemnify and hold harmless Seller from and against any and all Losses (as hereinafter defined) arising out of Purchaser’s use of the Transferred Vehicles following the Closing Date.
The parties understand and agree that the vehicles and forklifts set forth on Section 6.13 of the Seller Disclosure Letter (as amended prior to the Closing in accordance with this Section 6.13) are part of Seller’s “lease pool” and are used on the Transferred Real Property or in connection with the ownership, operation or conduct of the Business (the “ Transferred Vehicles and Forklifts ”).