Common use of Canadian Pension Plans and Canadian Benefit Plans Clause in Contracts

Canadian Pension Plans and Canadian Benefit Plans. (a) For each existing, or hereafter adopted, Canadian Pension Plan or Canadian Benefit Plan administered by the Company or any of its Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply with and perform in all material respects all of their material obligations under and in respect of such Canadian Pension Plan or Canadian Benefit Plan, including under any funding agreements and all applicable laws and regulations (including any funding, investment and administration obligations). (b) The Company will, and will cause each of its Canadian Subsidiaries to, withhold, pay or remit all Material employer and employee payments, contributions and premiums required to be remitted, paid to or in respect of each Canadian Pension Plan and Canadian Benefit Plan in a timely fashion in accordance with the terms thereof, any funding agreements and all applicable laws. Waste Connections, Inc. Note Purchase Agreement (c) The Company will, and will cause each Canadian Subsidiary to, deliver to the holders (i) promptly after receipt thereof, a copy of any material claim, direction, order, notice, ruling or opinion that the Company or any Canadian Subsidiary may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 (or its equivalent in the relevant currency); (ii) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITA, or the commencement of contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan or the Quebec Pension Plan, or any plan required under Canadian federal, provincial or territorial health, workers’ compensation, and employment insurance legislation in compliance with applicable laws and regulations.

Canadian Pension Plans and Canadian Benefit Plans. (ai) For Each Group Member shall use its commercially reasonable efforts to obtain and to provide the Administrative Agent with written confirmation from the applicable Governmental Authorities that each existing, or hereafter adopted, Canadian Pension Plan adopted by any Group Member which is required to be registered under the Income Tax Act (Canada) or any other Requirement of Law has been registered. From and after the adoption and registration of any Canadian Benefit Pension Plan and subject to any power or right to terminate a Canadian Pension Plan in whole or in part, each Group Member shall use commercially reasonable efforts to ensure that the plan retains its registered status under and is administered in all material respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other Requirements of Law. (ii) Each Group Member shall cause all reports and disclosures relating to any Canadian Pension Plan that are required by the Company plan or any Requirement of its Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply with and Law to be filed or distributed in a timely manner. (iii) Each Group Member shall perform in all material respects all of their material obligations under and in respect of such Canadian Pension Plan or Canadian Benefit Plan, including under any funding agreements and all applicable laws and regulations (including any (if applicable), funding, investment and administration obligations). (b) The Company will, and will cause each of its Canadian Subsidiaries to, withhold, pay or remit all Material employer and employee payments, contributions and premiums required to be remitted, paid to or performed by it in respect of connection with each Canadian Pension Plan and Canadian Benefit Plan in a timely fashion and the funding media therefor; make all contributions and pay all premiums required to be made or paid by it in accordance with the terms thereof, any funding agreements of the plan and all Requirements of Law and withhold by way of authorized payroll deductions or otherwise collect and pay into the plan all employee contributions required to be withheld or collected by it in accordance with the terms of the plan and all Requirements of Law; and ensure that, except as could not reasonably be expected to result in a Material Adverse Effect, to the extent that the Group Member has a Canadian Pension Plan which is a defined benefit pension plan, that such plan is fully funded, both on an ongoing basis and on a solvency basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable laws. Waste Connections, Inc. Note Purchase AgreementGovernmental Authorities and which are consistent with generally accepted actuarial principles). (civ) The Company will, and will cause each Canadian Subsidiary to, Borrower shall deliver to the holders Administrative Agent, (iA) promptly after receipt thereofon request, copies of each annual and other return, report or valuation with respect to each Canadian Pension Plan filed by any Group Member with any applicable Governmental Authority; (B) promptly on request, a copy of any material claim, direction, order, notice, ruling order or opinion notice that the Company or any Canadian Subsidiary Group Member may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 Plan; and (or its equivalent in the relevant currency); (iiC) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any material increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect benefits of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of or the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITAor Canadian Benefit Plan, or the commencement of contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan or the Quebec Pension Plan, or any plan required under Canadian federal, provincial or territorial health, workers’ compensation, and employment insurance legislation in compliance with applicable laws and regulationsBenefit Plan to which it was not previously contributing.

Canadian Pension Plans and Canadian Benefit Plans. (ai) For Each Group Member shall use its commercially reasonable efforts to obtain and to provide the Administrative Agent with written confirmation from the applicable Governmental Authorities that each existing, or hereafter adopted, Canadian Pension Plan adopted by any Group Member which is required to be registered under the Income Tax Act (Canada) or any other Requirement of Law has been registered. From and after the adoption and registration of any Canadian Benefit Pension Plan and subject to any power or right to terminate a Canadian Pension Plan in whole or in part, each Group Member shall use commercially reasonable efforts to ensure that the plan retains its registered status under and is administered in all material respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other Requirements of Law (ii) Each Group Member shall cause all reports and disclosures relating to any Canadian Pension Plan that are required by the Company plan or any Requirement of its Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply with and Law to be filed or distributed in a timely manner. (iii) Each Group Member shall perform in all material respects all of their material obligations under and in respect of such Canadian Pension Plan or Canadian Benefit Plan, including under any funding agreements and all applicable laws and regulations (including any (if applicable), funding, investment and administration obligations). (b) The Company will, and will cause each of its Canadian Subsidiaries to, withhold, pay or remit all Material employer and employee payments, contributions and premiums required to be remitted, paid to or performed by it in respect of connection with each Canadian Pension Plan and Canadian Benefit Plan in a timely fashion and the funding media therefor; make all contributions and pay all premiums required to be made or paid by it in accordance with the terms thereof, any funding agreements of the plan and all Requirements of Law and withhold by way of authorized payroll deductions or otherwise collect and pay into the plan all employee contributions required to be withheld or collected by it in accordance with the terms of the plan and all Requirements of Law; and ensure that, except as could not reasonably be expected to result in a Material Adverse Effect, to the extent that the Group Member has a Canadian Pension Plan which is a defined benefit pension plan, that such plan is fully funded, both on an ongoing basis and on a solvency basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable laws. Waste Connections, Inc. Note Purchase AgreementGovernmental Authorities and which are consistent with generally accepted actuarial principles). (civ) The Company will, CERI and will cause each Canadian Subsidiary to, the Borrower shall deliver to the holders Administrative Agent, (iA) promptly after receipt thereofon request, copies of each annual and other return, report or valuation with respect to each Canadian Pension Plan filed by any Group Member with any applicable Governmental Authority; (B) promptly on request, a copy of any material claim, direction, order, notice, ruling order or opinion notice that the Company or any Canadian Subsidiary Group Member may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 Plan; and (or its equivalent in the relevant currency); (iiC) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any material increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect benefits of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of or the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITAor Canadian Benefit Plan, or the commencement of contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan or the Quebec Pension Plan, or any plan required under Canadian federal, provincial or territorial health, workers’ compensation, and employment insurance legislation in compliance with applicable laws and regulationsBenefit Plan to which it was not previously contributing.

Canadian Pension Plans and Canadian Benefit Plans. (ai) For Each Group Member shall use its commercially reasonable efforts to obtain and to provide the Administrative Agent with written confirmation from the applicable Governmental Authorities that each existing, or hereafter adopted, Canadian Pension Plan adopted by any Group Member which is required to be registered under the Income Tax Act (Canada) or any other Requirement of Law has been registered. From and after the adoption and registration of any Canadian Benefit Pension Plan and subject to any power or right to terminate a Canadian Pension Plan in whole or in part, each Group Member shall use commercially reasonable efforts to ensure that the plan retains its registered status under and is administered in all material respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other Requirements of Law. (ii) Each Group Member shall cause all reports and disclosures relating to any Canadian Pension Plan that are required by the Company plan or any Requirement of its Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply with and Law to be filed or distributed in a timely manner. (iii) Each Group Member shall perform in all material respects all of their material obligations under and in respect of such Canadian Pension Plan or Canadian Benefit Plan, including under any funding agreements and all applicable laws and regulations (including any (if applicable), funding, investment and administration obligations). (b) The Company will, and will cause each of its Canadian Subsidiaries to, withhold, pay or remit all Material employer and employee payments, contributions and premiums required to be remitted, paid to or performed by it in respect of connection with each Canadian Pension Plan and Canadian Benefit Plan in a timely fashion and the funding media therefor; make all contributions and pay all premiums required to be made or paid by it in accordance with the terms thereof, any funding agreements of the plan and all Requirements of Law and withhold by way of authorized payroll deductions or otherwise collect and pay into the plan all employee contributions required to be withheld or collected by it in accordance with the terms of the plan and all Requirements of Law; and ensure that, except as could not reasonably be expected to result in a Material Adverse Effect, to the extent that the Group Member has a Canadian Pension Plan which is a defined benefit pension plan, that such plan is fully funded, both on an ongoing basis and on a solvency basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable laws. Waste Connections, Inc. Note Purchase AgreementGovernmental Authorities and which are consistent with generally accepted actuarial principles). (civ) The Company will, and will cause each Canadian Subsidiary to, Borrower shall deliver to the holders Administrative Agent, (iA) promptly after receipt thereofon request, copies of each annual and other return, report or valuation with respect to each Canadian Pension Plan filed by any Group Member with any applicable Governmental Authority; (B) promptly on request, a copy of any material claim, direction, order, notice, ruling order or opinion notice that the Company or any Canadian Subsidiary Group Member may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 Plan; and (or its equivalent in the relevant currency); (iiC) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any material increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect benefits of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of or the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITAor Canadian Benefit Plan, or the commencement of contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan or the Quebec Pension Plan, or any plan required under Canadian federal, provincial or territorial health, workers’ compensation, and employment insurance legislation in compliance with applicable laws and regulationsBenefit Plan to which it was not previously contributing.

Canadian Pension Plans and Canadian Benefit Plans. (a) For CERI and the Borrower will cause to be delivered to the Administrative Agent, promptly upon the Administrative Agent's request, a copy of each existing, or hereafter adopted, Canadian Benefit Plan and Canadian Pension Plan or (or, where any such Canadian Benefit Plan administered by the Company or any of its Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply with and perform in all material respects all of their material obligations under and in respect of such Canadian Pension Plan is not in writing, a complete description of all material terms thereof) and, if applicable, related trust agreements or Canadian Benefit Plan, including under any other funding agreements instruments and all applicable laws amendments thereto, and regulations all written interpretations thereof and written descriptions thereof that have been distributed to employees or former employees of the Group Members. The Canadian Pension Plans are duly registered under the Income Tax Act (Canada) and any other Requirement of Law which to the knowledge of CERI or the Borrower require registration and no event has occurred which is reasonably likely to cause the loss of such registered status. As of the Restatement Effective Date, all material, if any, obligations of each Group Member (including any fiduciary, funding, investment and administration obligations) required to be performed pursuant to a Requirement of Law in connection with the Canadian Pension Plans and the funding agreements therefor have been performed in a timely fashion. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans or the Canadian Benefit Plans. Except as could not reasonably be expected to result in a Material Adverse Effect, (i) there are no outstanding disputes concerning the assets held under the funding agreements for the Canadian Pension Plans or the Canadian Benefit Plans and (ii) each Canadian Pension Plan is fully funded both on an ongoing basis and on a solvency basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with generally accepted actuarial principles). (b) The Company will, and will cause each . No promises of its benefit improvements under the Canadian Subsidiaries to, withhold, pay Pension Plans or remit all the Canadian Benefit Plans have been made except where such improvement could not have a Material employer and employee payments, Adverse Effect. All contributions and or premiums required to be remittedmade or paid by each Group Member, paid if any, to or in respect of each the Canadian Pension Plan and Plans or the Canadian Benefit Plan Plans have been made or paid in a timely fashion in accordance with the terms thereof, any funding agreements of such plans and all applicable lawsRequirements of Law. Waste Connections, Inc. Note Purchase Agreement (c) The Company will, and will cause each Canadian Subsidiary to, deliver to the holders (i) promptly after receipt thereof, a copy of any material claim, direction, order, notice, ruling or opinion that the Company or any Canadian Subsidiary may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 (or its equivalent in the relevant currency); (ii) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITA, or the commencement of All employee contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan Plans or the Quebec Canadian Benefit Plans by way of authorized payroll deduction or otherwise have been properly withheld or collected and fully paid into such plans in a timely manner. All material reports and disclosures relating to the Canadian Pension Plan, Plans required by such plans and any Requirement of Law to be filed or any plan required under distributed have been filed or distributed in a timely manner. Each Group Member has withheld all employee withholdings and has made all employer contributions to be withheld and made by it pursuant to applicable law on account of Canadian federal, provincial or territorial health, workers’ compensation, and Pension Plans employment insurance legislation in compliance with applicable laws and regulationsemployee income taxes.

Canadian Pension Plans and Canadian Benefit Plans. (a) For CERI and the Borrower will cause to be delivered to the Administrative Agent, promptly upon the Administrative Agent's request, a copy of each existing, or hereafter adopted, Canadian Benefit Plan and Canadian Pension Plan or (or, where any such Canadian Benefit Plan administered by the Company or any of its Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply with and perform in all material respects all of their material obligations under and in respect of such Canadian Pension Plan is not in writing, a complete description of all material terms thereof) and, if applicable, related trust agreements or Canadian Benefit Plan, including under any other funding agreements instruments and all applicable laws amendments thereto, and regulations all written interpretations thereof and written descriptions thereof that have been distributed to employees or former employees of the Group Members. The Canadian Pension Plans are duly registered under the INCOME TAX ACT (Canada) and any other Requirement of Law which to the knowledge of CERI or the Borrower require registration and no event has occurred which is reasonably likely to cause the loss of such registered status. As of the date hereof, all material, if any, obligations of each Group Member (including any fiduciary, funding, investment and administration obligations) required to be performed pursuant to a Requirement of Law in connection with the Canadian Pension Plans and the funding agreements therefor have been performed in a timely fashion. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans or the Canadian Benefit Plans. Except as could not reasonably be expected to result in a Material Adverse Effect, (i) there are no outstanding disputes concerning the assets held under the funding agreements for the Canadian Pension Plans or the Canadian Benefit Plans and (ii) each Canadian Pension Plan is fully funded both on an ongoing basis and on a solvency basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with generally accepted actuarial principles). (b) The Company will, and will cause each . No promises of its benefit improvements under the Canadian Subsidiaries to, withhold, pay Pension Plans or remit all the Canadian Benefit Plans have been made except where such improvement could not have a Material employer and employee payments, Adverse Effect. All contributions and or premiums required to be remittedmade or paid by each Group Member, paid if any, to or in respect of each the Canadian Pension Plan and Plans or the Canadian Benefit Plan Plans have been made or paid in a timely fashion in accordance with the terms thereof, any funding agreements of such plans and all applicable lawsRequirements of Law. Waste Connections, Inc. Note Purchase Agreement (c) The Company will, and will cause each Canadian Subsidiary to, deliver to the holders (i) promptly after receipt thereof, a copy of any material claim, direction, order, notice, ruling or opinion that the Company or any Canadian Subsidiary may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 (or its equivalent in the relevant currency); (ii) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITA, or the commencement of All employee contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan Plans or the Quebec Canadian Benefit Plans by way of authorized payroll deduction or otherwise have been properly withheld or collected and fully paid into such plans in a timely manner. All material reports and disclosures relating to the Canadian Pension Plan, Plans required by such plans and any Requirement of Law to be filed or any plan required under distributed have been filed or distributed in a timely manner. Each Group Member has withheld all employee withholdings and has made all employer contributions to be withheld and made by it pursuant to applicable law on account of Canadian federal, provincial or territorial health, workers’ compensation, and Pension Plans employment insurance legislation in compliance with applicable laws and regulationsemployee income taxes.

Canadian Pension Plans and Canadian Benefit Plans. (ai) For The Canadian Guarantors shall use their commercially reasonable efforts to obtain and to provide the Administrative Agent with written confirmation from the applicable Governmental Authorities that each existing, or hereafter adopted, Canadian Pension Plan adopted by any of them which is required to be registered under the Income Tax Act (Canada) or any other Requirement of Law has been registered. From and after the adoption and registration of any Canadian Benefit Pension Plan and subject to any power or right to terminate a Canadian Pension Plan in whole or in part, the Canadian Guarantors to which such Canadian Pension Plan applies shall use commercially reasonable efforts to ensure that the plan retains its registered status under and is administered in all material respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other Requirements of Law. (ii) Such Canadian Guarantors shall cause all reports and disclosures relating to any Canadian Pension Plan that are required by the Company plan or any Requirement of its Law to be filed or distributed in a timely manner. (iii) Such Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply with and Guarantors shall perform in all material respects all of their material obligations under and in respect of such Canadian Pension Plan or Canadian Benefit Plan, including under any funding agreements and all applicable laws and regulations (including any (if applicable), funding, investment and administration obligations). (b) The Company will, and will cause each of its Canadian Subsidiaries to, withhold, pay or remit all Material employer and employee payments, contributions and premiums required to be remitted, paid to or performed by it in respect of connection with each Canadian Pension Plan and Canadian Benefit Plan in a timely fashion and the funding media therefor; make all contributions and pay all premiums required to be made or paid by it in accordance with the terms thereof, any funding agreements of the plan and all applicable laws. Waste Connections, Inc. Note Purchase AgreementRequirements of Law and withhold by way of authorized payroll deductions or otherwise collect and pay into the plan all employee contributions required to be withheld or collected by it in accordance with the terms of the plan and all Requirements of Law. (civ) The Company will, Such Canadian Guarantors and will cause each Canadian Subsidiary to, the US Borrower shall deliver to the holders Administrative Agent, (iA) promptly after receipt thereofon request, copies of each annual and other return, report or valuation with respect to each Canadian Pension Plan required to be filed by such Canadian Guarantors with any applicable Governmental Authority; (B) promptly on request, a copy of any material claim, direction, order, notice, ruling order or opinion notice that the Company or any such Canadian Subsidiary Guarantors may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 Plan; and (or its equivalent in the relevant currency); (iiC) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any material increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect benefits of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of or the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITAor Canadian Benefit Plan, or the commencement of contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan or the Quebec Pension Plan, or any plan required under Canadian federal, provincial or territorial health, workers’ compensation, and employment insurance legislation in compliance with applicable laws and regulationsBenefit Plan to which it was not previously contributing.

Canadian Pension Plans and Canadian Benefit Plans. (a) For each existing, or hereafter adopted, Schedule 3.10 lists all Canadian Benefit Plans and Canadian Pension Plan Plans as of the Effective Date maintained or Canadian Benefit Plan administered contributed to by the Company Loan Parties and their Canadian Subsidiaries or in respect of which they have any liability. The Canadian Pension Plans are duly registered under the ITA and all other Applicable Pension Laws which require registration. Each Canadian Loan Party and each of its Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply Subsidiaries has complied with and perform in all material respects performed all of their material its obligations under and in respect of such the Canadian Pension Plan or Plans and Canadian Benefit PlanPlans under the terms thereof, including under any funding agreements and all applicable laws and regulations (including any fiduciary, funding, investment and administration obligations). (b) The Company will, and will cause each of its Canadian Subsidiaries to, withhold, pay or remit all except where any non-compliance would not reasonably be expected to result in a Material Adverse Effect. All employer and employee payments, contributions and or premiums required to be remitted, paid to or in respect of each Canadian Pension Plan and or Canadian Benefit Plan have been paid in a timely fashion in accordance with the terms thereof, any funding agreements agreement and all applicable laws. Waste ConnectionsTo the knowledge of the Loan Parties, Inc. Note Purchase Agreement (c) there have been no improper withdrawals or applications of assets of the Canadian Pension Plans or the Canadian Benefit Plans. No promises of benefit improvements under the Canadian Pension Plans or the Canadian Benefit Plans have been made except where such improvement could not be reasonably expected to have a Material Adverse Effect. The Company will, and will cause pension fund under each Canadian Subsidiary toPension Plan is exempt from the payment of any income tax and there are no taxes, deliver penalties or interest owing in respect of any such pension fund. All material reports and disclosures relating to the holders (i) promptly after receipt thereof, a copy Canadian Pension Plans required by such plans and any Requirement of any material claim, direction, order, notice, ruling Law to be filed or opinion that the Company distributed have been filed or any Canadian Subsidiary may receive from any applicable Canadian Governmental Authority or other claimantdistributed, except for regular claims for benefits with respect where any non-compliance would not reasonably be expected to result in a Material Adverse Effect. No facts or circumstances have occurred or exist that could result, or be reasonably anticipated to result, in the termination in full of any Canadian Pension Plan by any Governmental Authority under Applicable Pension Laws. Except as set forth on Schedule 3.10, there are no outstanding disputes concerning the assets of the Canadian Pension Plans or the Canadian Benefit Plan Plans, except claims for benefits in the normal course. Except as set forth on Schedule 3.10, the most recent actuarial valuations filed under Applicable Pension Laws indicated that can each of the Canadian Pension Plans is fully funded on both a going concern and on a solvency basis. Except as set forth on Schedule 3.10, no material changes have occurred since the date of such actuarial valuation reports which could reasonably be expected to give rise to a liability in excess materially adversely affect the conclusions of $10,000,000 (or its equivalent in the relevant currency); (ii) notification within 30 days actuary concerning the funding of receipt of an actuarial report or accounting disclosure report that discloses any increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITA, or the commencement of contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan or the Quebec Pension Plan, or any plan required under Canadian federal, provincial or territorial health, workers’ compensation, and employment insurance legislation in compliance with applicable laws and regulations.

Canadian Pension Plans and Canadian Benefit Plans. (a) For WSCA and the Borrower will cause to be delivered to the Administrative Agent, promptly upon the Administrative Agent’s request, a copy of each existing, or hereafter adopted, Canadian Benefit Plan and Canadian Pension Plan or (or, where any such Canadian Benefit Plan administered by the Company or any of its Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply with and perform in all material respects all of their material obligations under and in respect of such Canadian Pension Plan is not in writing, a complete description of all material terms thereof) and, if applicable, related trust agreements or Canadian Benefit Plan, including under any other funding agreements instruments and all applicable laws amendments thereto, and regulations all written interpretations thereof and written descriptions thereof that have been distributed to employees or former employees of the Group Members. The Canadian Pension Plans are duly registered under the Income Tax Act (Canada) and any other Requirement of Law which to the knowledge of WSCA or the Borrower require registration and no event has occurred which is reasonably likely to cause the loss of such registered status. As of the Restatement Effective Date, all material, if any, obligations of each Group Member (including any fiduciary, funding, investment and administration obligations) required to be performed pursuant to a Requirement of Law in connection with the Canadian Pension Plans and the funding agreements therefor have been performed in a timely fashion. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans or the Canadian Benefit Plans. Except as could not reasonably be expected to result in a Material Adverse Effect, (i) there are no outstanding disputes concerning the assets held under the funding agreements for the Canadian Pension Plans or the Canadian Benefit Plans and (ii) each Canadian Pension Plan is fully funded both on an ongoing basis and on a solvency basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with generally accepted actuarial principles). (b) The Company will, and will cause each . No promises of its benefit improvements under the Canadian Subsidiaries to, withhold, pay Pension Plans or remit all the Canadian Benefit Plans have been made except where such improvement could not have a Material employer and employee payments, Adverse Effect. All contributions and or premiums required to be remittedmade or paid by each Group Member, paid if any, to or in respect of each the Canadian Pension Plan and Plans or the Canadian Benefit Plan Plans have been made or paid in a timely fashion in accordance with the terms thereof, any funding agreements of such plans and all applicable lawsRequirements of Law. Waste Connections, Inc. Note Purchase Agreement (c) The Company will, and will cause each Canadian Subsidiary to, deliver to the holders (i) promptly after receipt thereof, a copy of any material claim, direction, order, notice, ruling or opinion that the Company or any Canadian Subsidiary may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 (or its equivalent in the relevant currency); (ii) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITA, or the commencement of All employee contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan Plans or the Quebec Canadian Benefit Plans by way of authorized payroll deduction or otherwise have been properly withheld or collected and fully paid into such plans in a timely manner. All material reports and disclosures relating to the Canadian Pension Plan, Plans required by such plans and any Requirement of Law to be filed or any plan required under distributed have been filed or distributed in a timely manner. Each Group Member has withheld all employee withholdings and has made all employer contributions to be withheld and made by it pursuant to applicable law on account of Canadian federal, provincial or territorial health, workers’ compensation, and Pension Plans employment insurance legislation in compliance with applicable laws and regulationsemployee income taxes.

Canadian Pension Plans and Canadian Benefit Plans. (a) For The Canadian Borrower and the US Borrower will cause to be delivered to the Administrative Agent, promptly upon, and in any event within 5 Business Days of, the Administrative Agent’s request, a copy of each existing, or hereafter adopted, Canadian Benefit Plan and Canadian Pension Plan or (or, where any such Canadian Benefit Plan administered by the Company or any of its Canadian Subsidiaries, the Company will, and will cause each Canadian Subsidiary to, comply with and perform in all material respects all of their material obligations under and in respect of such Canadian Pension Plan is not in writing, a complete description of all material terms thereof) and, if applicable, related trust agreements or Canadian Benefit Plan, including under any other funding agreements instruments and all applicable laws amendments thereto, and regulations all written interpretations thereof and written descriptions thereof that have been distributed to employees or former employees of Parent and its Subsidiaries. The Canadian Pension Plans are duly registered under the Income Tax Act (Canada) and any other Requirement of Law which to the knowledge the Canadian Borrower or the US Borrower require registration and no event has occurred which is reasonably likely to cause the loss of such registered status. All material obligations, if any, of the Canadian Borrower or the US Borrower and each of its Subsidiaries (including any fiduciary, funding, investment and administration obligations) required to be performed pursuant to a Requirement of Law in connection with the Canadian Pension Plans and the funding agreements therefor have been performed in a timely fashion and in accordance with all applicable Requirements of Law. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans or the Canadian Benefit Plans. Except as could not reasonably be expected to result in a liability in excess of $20,000,000, (i) there are no outstanding disputes concerning the assets held under the funding agreements for the Canadian Pension Plans or the Canadian Benefit Plans and (ii) each Canadian Pension Plan is fully funded both on going-concern basis and on a solvency basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with generally accepted actuarial principles). (b) The Company will, and will cause each . No promises of its benefit improvements under the Canadian Subsidiaries to, withhold, pay Pension Plans or remit all Material employer and employee payments, the Canadian Benefit Plans have been made except where such improvement could not reasonably be expected to result in a liability in excess of $20,000,000. All contributions and or premiums required to be remittedmade or paid by Parent and each of its Subsidiaries, paid to or if any, in respect of each the Canadian Pension Plan and Plans or the Canadian Benefit Plan Plans have been made or paid in a timely fashion in accordance with the terms thereof, any funding agreements of such plans and all applicable lawsRequirements of Law. Waste Connections, Inc. Note Purchase Agreement (c) The Company will, and will cause each Canadian Subsidiary to, deliver to the holders (i) promptly after receipt thereof, a copy of any material claim, direction, order, notice, ruling or opinion that the Company or any Canadian Subsidiary may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 (or its equivalent in the relevant currency); (ii) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITA, or the commencement of contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and All employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan Plans or the Quebec Canadian Benefit Plans by way of authorized payroll deduction or otherwise have been properly withheld or collected and fully paid into such plans in a timely manner. All material reports and disclosures relating to the Canadian Pension PlanPlans required by such plans and any Requirement of Law to be filed or distributed have been filed or distributed in a timely manner. Parent and each of its Subsidiaries has withheld all employee withholdings to be withheld and has paid to the applicable Governmental Authority all such employee withholdings and required employer contributions pursuant to applicable law on account of Canada Pension Plans, or any plan required under Canadian federal, provincial or territorial health, workers’ compensation, and employment insurance legislation in compliance with applicable laws and regulationsemployee income taxes.

Canadian Pension Plans and Canadian Benefit Plans. (a) For The Borrower and any Canadian Guarantor will cause to be delivered to the Administrative Agent, promptly, and in any event within five days, upon the Administrative Agent’s request, a copy of each existing, or hereafter adopted, current Canadian Benefit Plan and Canadian Pension Plan or (or, where any such Canadian Benefit Plan administered by the Company or any Canadian Pension Plan is not in writing, a complete description of its Canadian Subsidiariesall material terms thereof) and, the Company willif applicable, related trust agreements or other funding instruments and all amendments thereto, and will cause each Canadian Subsidiary to, comply with current written interpretations and perform in all material respects all of their material obligations under and in respect written descriptions of such Canadian Benefit Plan and Canadian Pension Plan that have been distributed to employees or former employees of such Canadian Benefit PlanGuarantor. As of the Closing Date, including under no Canadian Guarantor: (i) maintains or has an obligation to contribute to a Canadian Pension Plan which is, either in whole or in part, a defined benefit plan; or (ii) has any funding agreements and obligation to contribute to a Canadian multi-employer plan, as defined pursuant to applicable legislation. As of the Closing Date, all applicable laws and regulations material obligations of such Canadian Guarantor, if any (including any fiduciary, funding, investment and administration obligations). , required to be performed pursuant to a Requirement of Law in connection with the Canadian Pension Plans and the funding agreements therefor have been performed in a timely fashion. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans or the Canadian Benefit Plans. Except as could not reasonably be expected to result in a Material Adverse Effect, (bi) The Company willthere are no outstanding disputes concerning the assets held under the funding agreements for the Canadian Pension Plans or the Canadian Benefit Plans and (ii) if applicable, each Canadian Pension Plan is fully funded both on an ongoing basis and will cause each of its Canadian Subsidiaries to, withhold, pay on a solvency basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with generally accepted actuarial principles). All contributions or remit all Material employer and employee payments, contributions and premiums required to be remittedmade or paid by each Loan Party, paid if any, to or in respect of each the Canadian Pension Plan and Plans or the Canadian Benefit Plan Plans have been made or paid in a timely fashion in accordance with the terms thereof, any funding agreements of such plans and all applicable lawsRequirements of Law. Waste Connections, Inc. Note Purchase Agreement (c) The Company will, and will cause each Canadian Subsidiary to, deliver to the holders (i) promptly after receipt thereof, a copy of any material claim, direction, order, notice, ruling or opinion that the Company or any Canadian Subsidiary may receive from any applicable Canadian Governmental Authority or other claimant, except for regular claims for benefits with respect to any Canadian Pension Plan or Canadian Benefit Plan that can reasonably be expected to give rise to a liability in excess of $10,000,000 (or its equivalent in the relevant currency); (ii) notification within 30 days of receipt of an actuarial report or accounting disclosure report that discloses any increases having a cost to the Company or any Canadian Subsidiary in excess of $10,000,000 (or its equivalent in the relevant currency) in the aggregate, in respect of any existing Canadian Pension Plan or Canadian Benefit Plan, and (iii) subject to Section 10.16, notification within thirty (30) days of the establishment of any new Canadian Pension Plan that has a “defined benefit provision” as that term is defined in the ITA, or the commencement of All employee contributions to any such plan to which the Company or any Canadian Subsidiary participating thereof was not previously contributing that can be expected to give rise to an annual liability in excess of $10,000,000 (or its equivalent in the relevant currency). (d) The Company will, and will cause each Canadian Subsidiary to, withhold, pay or remit all material employer and employee contributions and premiums required to be remitted, paid to or in respect of the Canadian Pension Plan Plans or the Quebec Canadian Benefit Plans by way of authorized payroll deduction or otherwise have been properly withheld or collected and fully paid into such plans in a timely manner. All material reports and disclosures relating to the Canadian Pension Plan, Plans required by such plans and any Requirement of Law to be filed or any plan required under distributed have been filed or distributed in a timely manner. Such Canadian federal, provincial or territorial health, workers’ compensation, Guarantor has withheld all employee withholdings and has made all employer contributions to be withheld and made by it pursuant to applicable law on account of Canadian Pension Plans employment insurance legislation in compliance with applicable laws and regulationsemployee income taxes.