Common use of Straddle Period Taxes Clause in Contracts

Straddle Period Taxes. In the case of any real or personal property Taxes (or other Taxes imposed on a periodic basis) attributable to the Product Assets that are reported on a Tax Return covering a period beginning on or before the Closing and ending thereafter (each, a “Straddle Period Tax”), any such Straddle Period Taxes shall be prorated between UT and Arena on a per diem basis. The Party required by applicable Law to pay any such Straddle Period Tax (the “Paying Party”) shall file the Tax Return related to such Straddle Period Tax within the time period and in the manner required by applicable Law and shall timely pay such Straddle Period Tax. To the extent any such payment exceeds the obligation of the Paying Party hereunder, the Paying Party shall provide the other party (the “Non-Paying Party”) with notice of the amount of such Straddle Period Taxes, and within ten (10) days of receipt of such notice of payment, the Non-Paying Party shall reimburse the Paying Party for the Non-Paying Party’s share of such Straddle Period Taxes.

Straddle Period Taxes. In the case of any real or personal property Taxes (or other Taxes imposed on a periodic basissimilar Taxes) attributable to the Product Purchased Assets that for which Taxes are reported on a Tax Return covering a period beginning on or commencing before the end of the day on which the Xxxxxxx Closing occurs and ending thereafter (eachany such period, a “Straddle Period,” and any such tax, a “Straddle Period Tax”), any such Straddle Period Taxes Tax shall be prorated between UT the Franchise Businesses and Arena Parent on a per diem basis. The Party party required by applicable Law law to pay any such Straddle Period Tax (the “Paying Party”) shall file the Tax Return related to such Straddle Period Tax within the time period and in the manner required prescribed by applicable Law law and shall timely pay such Straddle Period Tax. To the extent any such payment exceeds the obligation of the Paying Party hereunder, the Paying Party shall provide the other party Party (the “Non-Paying Party”) with notice of the amount of such Straddle Period Taxespayment, and within ten (10) business days of receipt of such notice of payment, the Non-Paying Party shall reimburse the Paying Party for the Non-Paying Party’s share of such Straddle Period Taxes.

Straddle Period Taxes. In the case of any real or personal property Taxes (or other Taxes imposed on a periodic basis) (each, a “Straddle Period Tax”) attributable to the Product Acquired Assets that are reported on a Tax Return covering a period beginning on or before the Closing Date and ending thereafter (eachsuch period, a “Straddle Period TaxPeriod”), any such Straddle Period Taxes shall be prorated between UT Purchaser and Arena Seller on a per diem basis. The Party required by applicable Law to pay any such Straddle Period Tax (the “Paying Party”) shall file the Tax Return related to such Straddle Period Tax within the time period and in the manner required by applicable Law and shall timely pay such Straddle Period Tax. To the extent any such payment exceeds the obligation of the Paying Party hereunder, the Paying Party shall provide the other party Party (the “Non-Paying Party”) with notice of the amount of such Straddle Period Taxes, and within ten (10) 10 days of receipt of such notice of payment, the Non-Paying Party shall reimburse the Paying Party for the Non-Paying Party’s share of such Straddle Period Taxes.

Straddle Period Taxes. In the case of any real or personal property Taxes (or other Taxes imposed on a periodic basis) attributable to the Product Acquired Assets that are reported on a Tax Return covering a period beginning on or before the Closing and ending thereafter (each, a “Straddle Period Tax”), any such Straddle Period Taxes shall be prorated between UT Purchaser and Arena Seller on a per diem basis. The Party required by applicable Law to pay any such Straddle Period Tax (the “Paying Party”) shall file the Tax Return related to such Straddle Period Tax within the time period and in the manner required by applicable Law and shall timely pay such Straddle Period Tax. To the extent any such payment exceeds the obligation of the Paying Party hereunder, the Paying Party shall provide the other party (the “Non-Paying Party”) with notice of the amount of such Straddle Period Taxes, and within ten (10) 10 days of receipt of such notice of payment, the Non-Paying Party shall reimburse the Paying Party for the Non-Paying Party’s share of such Straddle Period Taxes.

Straddle Period Taxes. In the case of any real or personal property Taxes (or other similar ad valorem Taxes or Taxes imposed on a periodic basis) attributable to the Product Business or the Acquired Assets that are reported on a Tax Return covering imposed for a period beginning on or before and ending after the Closing and ending thereafter Date (each, a “Straddle Period Tax”), any such Straddle Period Taxes shall be prorated between UT Purchaser and Arena Seller on a per diem daily basis. The Party required by applicable Law to pay any such Straddle Period Tax (the “Paying Party”) shall file the Tax Return related to such Straddle Period Tax within the time period and in the manner required prescribed by applicable Law and shall timely pay such Straddle Period Tax. To the extent any portion of such payment exceeds is the obligation responsibility of the Paying Party other party hereunder, the Paying Party shall provide the other party (the “Non-Paying Party”) with notice of the amount of such Straddle Period Taxes, and within ten (10) 10 days of receipt of such notice of paymentnotice, the Non-Paying Party shall reimburse the Paying Party for the Non-Paying Party’s share of such Straddle Period Taxes.

Straddle Period Taxes. In the case of any real or personal property Taxes (or other similar ad valorem Taxes or Taxes imposed on a periodic basis) attributable to the Product Business or the Acquired Assets that are reported on imposed for a Tax Return covering a taxable period beginning on or before and ending after the Closing and ending thereafter Date (each, a “Straddle Period Tax”), any such Straddle Period Taxes shall be prorated between UT Purchaser and Arena Seller on a per diem daily basis. The Party required by applicable Law to pay any such Straddle Period Tax (the “Paying Party”) shall file the Tax Return related to such Straddle Period Tax within the time period and in the manner required prescribed by applicable Law and shall timely pay such Straddle Period Tax. To the extent any portion of such payment exceeds is the obligation responsibility of the Paying Party other party hereunder, the Paying Party shall provide the other party (the “Non-Paying Party”) with notice of the amount of such Straddle Period Taxes, and within ten (10) 10 days of receipt of such notice of paymentnotice, the Non-Paying Party shall reimburse the Paying Party for the Non-Paying Party’s share of such Straddle Period Taxes.

Straddle Period Taxes. In the case of any real or personal property Taxes (or other Taxes imposed on a periodic basis) attributable to the Product Assets that are reported on a Tax Return covering a period beginning on or before the Closing and ending thereafter (each, a “Straddle Period Tax”), any such Straddle Period Taxes shall be prorated between UT TriSalus and Arena Dynavax on a per diem basis. The Party required by applicable Law to pay any such Straddle Period Tax (the “Paying Party”) shall file the Tax Return related to such Straddle Period Tax within the time period and in the manner required by applicable Law and shall timely pay such Straddle Period Tax. To the extent any such payment exceeds the obligation of the Paying Party hereunder, the Paying Party shall provide the other party (the “Non-Paying Party”) with notice of the amount of such Straddle Period Taxes, and within ten (10) days [**] of receipt of such notice of payment, the Non-Paying Party shall reimburse the Paying Party for the Non-Paying Party’s share of such Straddle Period Taxes.

Straddle Period Taxes. In the case of any real or personal property Taxes (or other any similar ad valorem Taxes imposed on a periodic basis) attributable to the Product Purchased Assets that for which Taxes are reported on a Tax Return covering a period beginning on or commencing before the Closing Date and ending thereafter (each, a “Straddle Period Tax”), any such Straddle Period Taxes shall be prorated between UT Seller and Arena Buyer on a per diem basis, with Seller being liable for any period up to and including the Closing Date and Buyer being liable for any period commencing after the Closing Date. The Party required by applicable Applicable Law to pay any such Straddle Period Tax (the “Paying Party”) shall file the Tax Return related ), to such Straddle Period Tax within the time period and in the manner required by applicable Law and shall timely pay such Straddle Period Tax. To the extent any such payment exceeds the obligation of the Paying Party hereunder, the Paying Party shall provide the other party Party (the “Non-Paying Party”) with notice of the amount of such Straddle Period Taxespayment, and within ten (10) days days’ of receipt of such notice of payment, the Non-Paying Party shall reimburse the Paying Party for the Non-Paying Party’s share of such Straddle Period Taxes. The Party required by Applicable Law to file a Tax Return with respect to Straddle Period Taxes shall do so within the time period prescribed by Applicable Law.

Straddle Period Taxes. In the case of any real or personal property Taxes (or other Taxes imposed on a periodic basissimilar Taxes) attributable to the Product Purchased Assets that for which Taxes are reported on a Tax Return covering a period beginning on or commencing before the end of the day on which the LeComp Closing occurs and ending thereafter (eachany such period, a “Straddle Period,” and any such tax, a “Straddle Period Tax”), any such Straddle Period Taxes Tax shall be prorated between UT LeComp and Arena Parent on a per diem basis. The Party party required by applicable Law law to pay any such Straddle Period Tax (the “Paying Party”) shall file the Tax Return related to such Straddle Period Tax within the time period and in the manner required prescribed by applicable Law law and shall timely pay such Straddle Period Tax. To the extent any such payment exceeds the obligation of the Paying Party hereunder, the Paying Party shall provide the other party Party (the “Non-Paying Party”) with notice of the amount of such Straddle Period Taxespayment, and within ten (10) business days of receipt of such notice of payment, the Non-Paying Party shall reimburse the Paying Party for the Non-Paying Party’s share of such Straddle Period Taxes.