Application of the Tax Act. The Parties hereby acknowledge and agree that the transactions contemplated herein are not intended to give rise to any income tax liability whatsoever, and it is their intention that the Share Exchange contemplated hereby shall be effected pursuant to the provisions of Section 85.1 of the Tax Act, unless that provision is inapplicable in respect of any particular Shareholder, in which case the nonǦapplication of Section 85.1 to a particular Shareholder is not intended to alter the application of this provision to any other Shareholder.
Application of the Tax Act. The Parties hereby acknowledge and agree that the Transaction is not intended to give rise to any income tax liability whatsoever, and it is their intention that the transactions contemplated hereby be effected pursuant to the provisions of section 85.1 of the Tax Act, unless that provision is inapplicable in respect of any particular Target Vendor, in which case the non‐application of section 85.1 to a particular Target Vendor is not intended to alter the application of this provision to any other Target Vendor.
Application of the Tax Act. The Parties hereby acknowledge and agree that the Acquisition is not intended to give rise to any income tax liability whatsoever, and it is their intention that the Share Exchange contemplated hereby be effected pursuant to the provisions of section 85.1 of the Tax Act, unless that provision is inapplicable in respect of any particular WPD Securityholder, in which case the non-application of section 85.1 to a particular WPD Securityholder is not intended to alter the application of this provision to any other WPD Securityholder.
Application of the Tax Act. The Parties hereby acknowledge and agree that the issuance of Consideration Shares to a Target Securityholder in exchange for Target Shares in accordance with this Agreement is intended to be effected on a tax-deferred basis pursuant to the provisions of section 85.1 of the Tax Act which does not require the filing of an election. Notwithstanding the foregoing, a Target Securityholder may request for the Purchaser to jointly elect with such Target Securityholder to have the provisions of subsection 85(1) or (2) of the Tax Act, and any equivalent provision under applicable provincial legislation, apply to the disposition of the Target Shares by such Target Securityholder. To make such a request, the requesting Target Securityholder must deliver to the Purchaser within 90 days following the Closing Date, at the address of the Purchaser set out in this Agreement, two copies of the prescribed election form duly completed and signed by the Target Securityholder. Upon receipt of the completed and signed election forms from a Target Securityholder, the Purchaser shall sign the election forms and shall deliver one copy back to the Target Securityholder by mail within 30 days to the address that such Target Securityholder sets out in the election form. It shall be the sole responsibility of the requesting Target Securityholder to file the election form with Canada Revenue Agency or a relevant provincial tax authority. The Purchaser shall not be responsible for determining eligibility of any Target Securityholder to make such an election, for the preparation of any election form, for verifying the accuracy of the information contained in any election form, for filing any election form, for any penalties payable in connection with the late filing of any election form, or for any taxes, penalties or interest payable by a Target Securityholder due to any failure to properly complete or file any election form.
Application of the Tax Act. The Parties hereby acknowledge and agree that the transactions contemplated herein are not intended to give rise to any income tax liability whatsoever, and it is their intention that the issuance of the Carrara Shares to the PMI Shareholders contemplated hereby shall be effected pursuant to the provisions of Section 85.1 of the Tax Act, unless that provision is inapplicable in respect of any particular PMI Shareholder, in which case the non‐application of Section 85.1 to a particular PMI Shareholder is not intended to alter the application of this provision to any other PMI Shareholder.
