Withholdings Obligations. Raging River, Raging River Subco, Baytex and the Depositary shall be entitled to deduct or withhold from any dividend or consideration payable to any Raging River Shareholder, such amounts as Raging River, Raging River Subco, Baytex or the Depositary is required to deduct or withhold with respect to such payment under the Tax Act or any provision of federal, provincial, territorial, state, local or foreign tax law, in each case, as amended. To the extent that amounts or consideration (or the value of such consideration) are so deducted or withheld, such deducted or withheld amounts or consideration (or the value of such consideration) shall be treated, for all purposes hereof, as having been paid to the Raging River Shareholders in respect of whom such deduction or withholding was made, provided that such deducted or withheld amounts or consideration (or the value of such consideration) are actually remitted to the appropriate Governmental Authority. Any of Raging River, Raging River Subco, Baytex or the Depositary is hereby authorized to sell or otherwise dispose of any share consideration as is necessary to provide sufficient funds to Raging River, Raging River Subco, Baytex or the Depositary, as the case may be, to enable it to comply with all deduction or withholding requirements applicable to it, and Raging River, Raging River Subco, Baytex and the Depositary shall notify the holder thereof and remit to the holder thereof any unapplied balance of the net proceeds of such sale.
Withholdings Obligations. (a) Husky, Cenovus and the Depositary shall be entitled to deduct or withhold from any amounts payable to any Husky Common Shareholder, any Husky Preferred Shareholder, any holder of Husky Options or any other Person, pursuant to the Arrangement, such amounts (whether in cash, Cenovus Common Shares, Cenovus Warrants or Cenovus Preferred Shares) as Husky, Cenovus or the Depositary reasonably determines it is required to deduct or withhold with respect to such payment under the Tax Act or any provision of federal, provincial, territorial, state, local or foreign tax law. To the extent that amounts are so deducted or withheld, such deducted or withheld amounts shall be treated, for all purposes hereof, as having been paid or delivered to the holders of Husky Common Shares, Husky Preferred Shares or Husky Options in respect of whom such deduction or withholding was made, provided that such deducted or withheld amounts are timely remitted to the appropriate Governmental Authority. Any of Husky, Cenovus or the Depositary is hereby authorized to sell or otherwise dispose of any share consideration as is necessary to provide sufficient funds to Husky, Cenovus or the Depositary, as the case may be, to enable it to comply with all deduction or withholding requirements applicable to it, and none of Husky, Cenovus or the Depositary shall be liable to any Person for any deficiency in respect of any proceeds received, and Husky, Cenovus or the Depositary, as applicable, shall notify the holder thereof and remit to the holder thereof any unapplied balance of the net proceeds of such sale.
