Taxes. The fees and charges payable under this Agreement are exclusive of any sales tax or excise tax or other similar charges which may be imposed by a governmental authority. Each Party agrees to remit to the other any such charges promptly upon being billed by the other Party.

Taxes. All amounts payable and benefits provided hereunder shall be subject to any and all applicable taxes, as required by applicable federal, state, local and foreign laws and regulations. The Company may withhold such taxes in accordance with customary payroll practices. Notwithstanding any other provision in this Agreement to the contrary, the Employee, and not the Company, shall be solely responsible for the payment when and as due of any and all taxes in connection with payments and benefits provided to the Employee by the Company, including without limitation all income taxes and any excise taxes that may be due, and no taxes shall be subject to payment or reimbursement by the Company.

TAXES. ”Real Property Taxes” shall mean all taxes (including real estate taxes, sales taxes and gross receipt taxes), assessments, liens, license and permit fees, together with the reasonable cost of contesting any of the foregoing, which are applicable to the Term, and which are imposed by any authority or under any Law, or pursuant to any recorded covenants or agreements, upon or with respect to the Property, or directly upon this Lease or the Rent or upon amounts payable by any subtenants or other occupants of the Premises, or against Landlord because of Landlord’s estate or interest in the Property. Prior to delinquency, Tenant shall pay (and, upon request, provide Landlord with evidence of payment thereof of) all taxes and assessments, together with any interest, charges, fees and penalties in connection therewith, levied upon or arising from # Tenant’s Property, # the conduct of Tenant’s business, or # Tenant’s leasehold estate. Notwithstanding the foregoing, Real Property Taxes shall not include: # federal, state, or local income taxes, franchise, gift, transfer, estate, inheritance, succession, inheritance, excise, gross receipts, excess profits or corporate capital stock tax imposed or assessed upon Landlord, unless such tax or any similar tax is levied or assessed in lieu of all or any part of any taxes includable in Operating Expenses below; and # any interest or penalties due for late payment by Landlord of Real Property Taxes. In the event Tenant desires Landlord to contest any increase in real estate taxes or assessments pertaining to the Premises, Tenant shall advise Landlord in writing and Landlord shall review such request (and the merits and likelihood of success of contesting such increase) and make a good faith determination in its commercially reasonable discretion as to whether or not to contest same. In the event Landlord elects not to contest any such increase in real estate taxes or assessments, Tenant, at Tenant’s sole cost and expense but with Landlord’s reasonable cooperation, shall have the right, upon prior written notice to Landlord, to contest any such increase in real estate taxes or assessments, in good faith and in compliance with all Laws, provided that such contest by Tenant does not subject Landlord or the Premises to any fines, penalties, liens and/or liability. Tenant shall continue, during the pendency of any such contest by Tenant, to pay the tax or assessment due pursuant to this Lease.

Taxes. The Company # has timely filed all necessary federal, state, local and foreign tax returns (or timely filed extensions with respect to such returns), and all such returns were true, complete and correct, # has paid all federal, state, local and foreign taxes, assessments, governmental or other charges due and payable for which it is liable, including, without limitation, all sales and use taxes and all taxes which the Company is obligated to withhold from amounts owing to employees, creditors and third parties, and # does not have any tax deficiency or claims outstanding or assessed or, to its knowledge, proposed against it, except those, in each of the cases described in [clauses (i), (ii) and (iii) above], that would not, singularly or in the aggregate, reasonably be expected to have a Material Adverse Effect The accruals and reserves on the books and records of the Company in respect of tax liabilities for any taxable period not yet finally determined are adequate to meet any assessments and related liabilities for any such period.

Taxes. The delivery, vesting and retention of a Share Option, or the payment of amounts pursuant to [Section 6(a)(iv)], are conditioned upon the full satisfaction by the Participant of all federal, provincial, state, local, individual or other applicable tax withholding requirements with respect to such Share Option. The Administrator will prescribe such rules for the withholding of taxes as it deems necessary. The Administrator may, but need not, hold back Shares into which a Share Option is exercisable or permit a Participant to tender Shares previously owned by such Participant (or his/her Affiliates who are permitted by the Administrator to hold Shares) in satisfaction of any tax withholding requirements (but not in excess of the minimum withholding required by Law). In any event, each Participant agrees to bear and pay any taxes, penalties and interests of any nature that are required by applicable tax regulations to be paid by him/her arising out of this Plan. Each Participant or his/her Affiliate allowed by the Administrator to hold Shares upon the exercise of the Share Options by such Participant also agrees to indemnify the Company and its Affiliates in respect of any loss suffered as a result of or in connection with the income taxes, other taxes, penalties and interests underpayment by such Participant (or such Affiliates) in respect of this Plan.

Taxes. All general real estate taxes and special assessments imposed by any governmental authority (“Taxes”) for the year in which the Closing occurs shall be prorated between Seller and Purchaser as of the Closing, except those for which the Tenant is obligated to pay directly to the applicable taxing authority pursuant to the Lease. If the Closing occurs prior to the receipt by Seller of the tax bill for the calendar year or other applicable tax period in which the Closing occurs, Taxes shall be prorated for such calendar year or other applicable tax period based upon the amount equal to the prior year’s tax bill.

Taxes. Each Maker has filed or caused to be filed all federal, state and local tax returns which, to the knowledge of its Members or Directors, are required to be filed, and each Maker has paid or caused to be paid all taxes as shown on such returns, on any assessment received by such Maker. Each Maker has established reserves which are believed to be adequate for the payment of additional taxes for years that have not been audited by the respective tax authorities.

Taxes. In the event any Taxes are required to be withheld under the applicable Law of any jurisdiction on any of the payments made by Coya to ARScience Bio pursuant to this Agreement, # Coya shall reduce the payment to ARScience Bio by the amount of such withholding Taxes and pay such withholding Taxes to the appropriate Governmental Authority, # Coya shall provide ARScience Bio with reasonable proof of payment of such withholding Taxes, and # any such withholding Taxes shall be treated as having been paid by Coya to ARScience Bio for all purposes of this Agreement. The Parties shall provide Tax forms (including an IRS Form W-9 or appropriate IRS Form W-8) reasonably requested by the other Party in connection with payments made under this Agreement and cooperate reasonably in completing and filing documents required under the provisions of any Laws in connection with the making of any required withholding Tax payment, or in connection with any claim to a refund of or credit for any such payment.

Taxes. Borrower has filed all income tax returns required to have been filed by it and has paid all taxes which have become due pursuant to such returns or pursuant to any assessment received by it, and Borrower does not know of any basis for additional assessment in respect of such taxes. There are no liens against the Property for any past due taxes or for any public assessments for paving, sidewalks, curbing, sewers or any other street or off-site improvements of any kind constructed, commenced or contracted for prior to the date hereof. The Property is free from all due and unpaid water charges, sewer rents, taxes and assessments.

Taxes. Borrower shall, and shall cause each of its Subsidiaries to, pay when due all material Taxes of any nature whatsoever now or hereafter imposed or assessed against Borrower or the Collateral or upon Borrower’s ownership, possession, use, operation or disposition thereof or upon Borrower’s rents, receipts or earnings arising therefrom. Borrower shall, and shall cause each of its Subsidiaries to, accurately file on or before the due date therefor (taking into account proper extensions) all federal and state income Tax returns and other material Tax returns required to be filed. Notwithstanding the foregoing, Borrower and its Subsidiaries may contest, in good faith and by appropriate proceedings, Taxes for which Borrower and its Subsidiaries maintain adequate reserves in accordance with GAAP.