Election Under the Tax Act Sample Clauses

Election Under the Tax Act. In connection with the sale and transfer of the Purchased Shares, the Vendors and the Purchaser shall do, sign, execute and file at the time prescribed all things, forms and documents necessary or desirable in order to make joint statutory elections pursuant to the provisions of Subsection 85(1) of the Tax Act. The Vendors and the Purchaser agree that the elected amount for the Purchased Shares to be used in the joint statutory elections shall be such amount as the Vendors advise, provided that if so requested by any of the Vendors, the Purchaser will execute and file amended elections to amend any elected amount. The costs of any such amended election shall be borne by the Vendor or Vendors, as the case may be, which costs shall include reasonable professional fees incurred by the Purchaser.
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Election Under the Tax Act. (1) It is intended that the transfer of PF Rollover Shareholder Shares and shares of a Qualifying Holdco to Purchaser hereunder occur on a fully or partially tax-deferred basis for purposes of the Tax Act and applicable provincial or territorial income tax statutes as may be determined by each PF Rollover Shareholder in his or its sole discretion. Each PF Rollover Shareholder shall be entitled to make a joint income tax election with Purchaser pursuant to subsection 85(1) of the Tax Act (and any analogous provision of provincial or territorial income tax law) (a “Section 85 Election”) with respect to the transfer of PF Rollover Shareholder Shares and shares of a Qualifying Holdco to Purchaser. Within the earlier of (a) ninety (90) days following the Effective Time and (b) February 15 of the calendar year following the calendar year in which the Effective Time occurs, Purchaser and the Company shall provide each PF Rollover Shareholder with such information (the “Election Information”) with respect to Purchaser and the Company as is required to enable the PF Rollover Shareholder to complete the prescribed election forms. Provided that two (2) signed copies of the prescribed election forms are delivered by a PF Rollover Shareholder to Purchaser on or before thirty (30) days after the date on which Purchaser and the Company provide the Election Information to the PF Rollover Shareholders, duly completed with the details of the PF Rollover Shareholder Shares purchased from such PF Rollover Shareholder and the elected amount for purposes of the election in respect of such PF Rollover Shareholder Shares, and subject to such election forms complying with applicable Law, Purchaser shall have such forms signed by an appropriate signing officer of Purchaser and returned to such PF Rollover Shareholder within twenty (20) days after delivery of such election forms to Purchaser for filing by the PF Rollover Shareholder with the relevant tax authorities. Such PF Rollover Shareholder shall file each of such elections in the form and within the time required by applicable Law. Except for the foregoing obligations, Purchaser shall have no responsibility whatsoever and will not in any way be obligated to indemnify a PF Rollover Shareholder in respect of any losses that may be suffered by reason of any inaccuracy or incompleteness of any such election forms and such PF Rollover Shareholder shall be responsible for any Taxes (including, for greater certainty, any interest and...
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Related to Election Under the Tax Act

  • Foreign Account Tax Compliance Act A. To the extent the Reinsurer is subject to the deduction and withholding of premium payable hereon as set forth in the Foreign Account Tax Compliance Act (Sections 1471-1474 of the Internal Revenue Code), the Reinsurer shall allow such deduction and withholding from the premium payable under this Contract. 

  • Obligation Under Exchange Act During any period when the delivery of a prospectus relating to the Shares is required (including in circumstances where such requirement may be satisfied pursuant to Rule 172, 173 or any similar rule) to be delivered under the Act, the Company will file all documents required to be filed with the Commission pursuant to the Exchange Act within the time periods required by the Exchange Act and the regulations thereunder.

  • Foreign Account Tax Compliance Act (FATCA) The Issuer agrees (i) upon the request of the Trustee, to provide the Trustee with such reasonable information as it has in its possession to enable the Trustee to determine whether any payments pursuant to this Indenture are subject to the withholding requirements described in Section 1471(b) of the Code or otherwise imposed pursuant to Sections 1471 through 1474 of the Code and any regulations, or agreements thereunder or official interpretations thereof (“Applicable Law”), and (ii) that the Trustee shall be entitled to make any withholding or deduction from payments under the Indenture to the extent necessary to comply with Applicable Law, for which the Trustee shall not have any liability.

  • REPORTS UNDER THE 1934 ACT With a view to making available to the Investors the benefits of Rule 144 promulgated under the 1933 Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”), the Company agrees to:

  • Payee Tax Representations Each representation specified in the Schedule as being made by it for the purpose of this Section 3(f) is accurate and true.

  • Registration under the Exchange Act The Securities are registered pursuant to Section 12(b) of the Securities Exchange Act of 1934 (the “Exchange Act”), and the Company has taken no action designed to, or likely to have the effect of, terminating the registration of the Securities under the Exchange Act nor has the Company received any notification that the Commission is contemplating terminating such registration except as described in the Registration Statement and Prospectus.

  • Treatment of Tax Indemnity and Tax Benefit Payments In the absence of any change in Tax treatment under the Code or other applicable Tax Law,

  • Reports Under the Exchange Act With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration (“Rule 144”) the Company agrees to:

  • Foreign Tax Compliance Except as otherwise disclosed in the Disclosure Package and the Prospectus, no transaction, stamp, capital or other issuance, registration, transaction, transfer or withholding taxes or duties are payable in China, Hong Kong or Cayman Islands to any PRC, Hong Kong or Cayman Islands taxing authority in connection with the issuance, sale and delivery of the Offered Securities, and the delivery of the Offered Securities to or for the account of the Underwriters.

  • Lender Tax Information For purposes of this Section 5.9, the term “Lender” includes any Fronting Bank.

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