definiens: ,, or as those terms are defined in the I nternal Revenue Code, Section 1445, nor is the sale of the Property subject to any withholding requirements imposed by the Internal Re venue Code ( including, but not limited to, Section 1445 thereof ) or any comparable laws of the State of Uta h, and Purchase r has no obligation under any such laws to withhold any monies from the Purchase Price in acco rdance with the provisions of such laws in connecti on with the transactions contemplated by this Agreement ( or, if same shall not be the case such that Purchaser is obligated to withhold from the Purchase Price under any such laws, Seller shall cooperate with Purchaser in conn ection with Closing to allow for withholding and compliance wit h such laws, as necessary ) . Seller shall execute at closing a FIRPTA Non - forei gn Certificate, which Certificate shall include Sel ler ’s Federal Employer / Taxpayer Identification Number ( FEIN ) ( the )