Canadian Taxes. The Transferor represents and warrants to the Administrative Agent and each Funding Agent for the benefit of the Initial Purchasers and PARCO APA Banks that it has not assumed in any manner whatsoever any obligation of the Sellers under the Receivables Purchase Agreement (i) to make collections and remittances in respect of any Canadian goods and services tax, any Canadian provincial sales tax or any other similar Canadian tax or (ii) to file any returns in respect of such taxes with Canadian tax authorities and that it was not contemplated by either any Seller under the Receivables Purchase Agreement or the Transferor that such obligation was to be assumed by the Transferor. The parties hereto agree that neither the Administrative Agent, the Initial Purchasers nor the PARCO APA Banks are assuming the in any manner whatsoever any obligation of the Sellers under the Receivables Purchase Agreement to collect such taxes, make such remittances and file such returns, and that it is not contemplated by the parties hereto that any such obligation is hereby assumed by the Initial Purchasers, the PARCO APA Banks, the Administrative Agent or any Funding Agent. The Transferor hereby indemnifies the Administrative Agent and each Funding Agent for the benefit of the Initial Purchasers and PARCO APA Banks and holds them harmless from and against any assessments, withholding taxes, claims, or other demands for payment of such taxes by Canadian tax authorities, as well as interest and penalties; provided that any payments made by the Transferor pursuant to this subsection shall be made solely from funds available to the Transferor which are not otherwise required to be applied to the payment of any amounts pursuant to this Agreement (other than to the Transferor), shall be non-recourse other than with respect to such funds, and shall not constitute a claim against the Transferor to the extent that insufficient funds exist to make such payment. It is understood that all of the invoices in respect of the Receivables with Canadian Obligors of the Sellers under the Receivables Purchase Agreement will bear the GST registration number of such Seller.
Canadian Taxes. Marconi Canada and the Canadian Purchaser agree to make a joint election under Section 167 of the Excise Tax Act (Canada) and any provincial equivalent. Furthermore, Marconi Canada and the Canadian Purchaser agree to make a joint election, under Section 22 of the Income Tax Act (Canada) and any provincial equivalent, with respect to any or all of the Accounts Receivable owned by Marconi Canada and included in the Assets.
Canadian Taxes. TRM Canada is registered for purposes of Part IX of the ETA and its GST registration number is 129750816RT0001 and is registered under Part I of the QSTA and its QST registration number is 1013231253.
Canadian Taxes. Sections 2.8 and 2.9 of the Agreement shall not apply to any Canadian Taxes related to the Transferred Assets of the Canadian Subsidiary. In respect of any Canadian Taxes related to the Transferred Assets of the Canadian Subsidiary:
Canadian Taxes. For Canadian tax purposes, net income and net loss of the Partnership for financial accounting purposes for any fiscal year shall be determined in accordance with generally accepted accounting principles. For each fiscal year in which the income of the Partnership is not less than nil, each Partner (including for these purposes persons who were Partners of the Partnership at any time during the fiscal year) shall be allocated in respect of each hour ending in the fiscal year an amount equal to the income of the Partnership for the fiscal year divided by the number of hours in the fiscal year and multiplied by the Partner's proportion in the aggregate capital accounts of all Partners at the end of such hour; provided, however, that to the extent any gains are realized on the disposition of capital property, such gains will be allocated to those Persons who were Partners at the time of the disposition in proportion to their capital accounts at that time. For each fiscal year in which a net loss is incurred, each Partner (including for these purposes persons who were Partners of the Partnership at anytime during the fiscal year) shall be allocated in respect of each hour ending in the fiscal year an amount equal to the net loss of the Partnership for the fiscal year divided by the number of hours in the fiscal year and multiplied by the Partner's proportion in the aggregate capital accounts of all Partners at the end of such hour.
Canadian Taxes. 70 SECTION 10.18 Funding Agent Consents..............................70 EXHIBITS AND ANNEX EXHIBIT A Credit and Collection Policy* EXHIBIT B List of Lock-Box Banks and Accounts EXHIBIT C Form of Lock-Box Agreement EXHIBIT D Form of Settlement Report* EXHIBIT E Form of Weekly Report* EXHIBIT F Form of Daily Report* EXHIBIT G Form of Transfer Certificate EXHIBIT H List of Transferor's Actions and Suits EXHIBIT I List of Collection Agent's Actions and Suits* EXHIBIT J Location of Records EXHIBIT K List of Subsidiaries, Divisions and Tradenames EXHIBIT L Form of Secretary's Certificate EXHIBIT M Agreed Upon Procedures* EXHIBIT N Form of Guaranty EXHIBIT O Form of Required Currency Hedge Assignment Annex X Schedule of Definitions Schedule I List of Initial Purchasers, Liquidity Banks, Funding Agents, Facility Limit, Purchase Limits and Commitments Schedule II List of Equipment and Software Schedule III List of C&A Fiscal Periods for the Year 2000
Canadian Taxes. 7.5.1 PAYMENT OF RST AND LTT. Payments of RST, LTT and other nonrefundable taxes pursuant to Paragraph 7.3(h) or Paragraph 7.4(k) shall be made by Seller and/or Buyer, as applicable, directly to the relevant tax authority (such payments to be remitted by Buyer's solicitors, in the case of amounts due upon registration of transfer of the Toronto Hotels), and Buyer and Seller, as applicable, shall provide evidence thereof satisfactory to each other.
Canadian Taxes. Each Borrower will give written notice to the Administrative Agent and the Canadian Agent promptly, but in no event later than five (5) Business Days after a Senior Officer obtains knowledge thereof, if the Minister of National Revenue has, pursuant to section 224 or any successor section of the Income Tax Act (Canada) or section 317 or any successor section of the Excise Tax Act (Canada), or if any other Governmental Authority in Canada has, under any comparable provision of similar legislation, required any other person to pay to the Minister (or to such other Governmental Authority, as the case may be), any amount which would otherwise have been payable to any Canadian Credit Party (or, by reason of a security interest granted by any Canadian Credit Party, to a secured creditor of such Canadian Credit Party, including, without limitation, the Agents and the Lenders).
Canadian Taxes. (i) Tax Filings. CUP has prepared and filed on time (taking into account all applicable extensions) with all appropriate governmental bodies all tax returns, declarations, remittances, information returns, reports and other documents of every nature required to be filed by or on behalf of CHP in respect of any CHP Taxes or in respect of any other provision in any domestic or foreign federal, provincial, municipal, state, territorial or other taxing statute for all fiscal periods ending prior to the date hereof and will continue to do so for all fiscal periods ending on or prior to the Closing Date, provided that Buyer causes CHP to give Seller access to all books and records Seller believes are reasonably necessary for the preparation of such returns. All such returns, declarations, remittances, information returns, reports and other documents filed prior to the date hereof are correct and complete in all material respects, and no material fact has been omitted therefrom. No extension of time in which to file any such returns, declarations, remittances, information returns, reports or other documents is in effect. All CHP Taxes shown on all such returns, or on any assessments or reassessments in respect of any such returns filed prior to the date hereof have been paid in full or provided for on CHP's Financial Statements.
Canadian Taxes. 54 EXHIBITS A -- Request for Extension of Credit B -- Subsidiaries C -- Note D -- Assignment and Acceptance E -- Compliance Certificate F -- Plant Land CREDIT AGREEMENT THIS CREDIT AGREEMENT is made and entered into as of September 28, 1995 (the "Effective Date"), by and among STERLING PULP CHEMICALS, LTD., a corporation organized under the laws of the Province of Ontario, Canada (the "Borrower"); each of the lenders which is or may from time to time become a party hereto (individually, a "Lender" and, collectively, the "Lenders"), and TEXAS COMMERCE BANK NATIONAL ASSOCIATION ("TCB"), a national banking association, as agent for the Lenders (in such capacity, together with its successors in such capacity, the "Agent"). The parties hereto agree as follows:
