Common use of CAPITAL ALLOWANCES Clause in Contracts

CAPITAL ALLOWANCES. 9.10.1 No balancing charge under the CAA would be made on the Company on the disposal of any pool of assets (that is, all those assets whose expenditure is taken into account in computing whether a balancing charge would arise on a disposal of any other of those assets) or of any asset not in such a pool, on the assumption that the disposals are made for a consideration equal to the book value shown in or adopted for the purposes of the Accounts for the assets in the pool or (as the case may be) for the asset. 9.10.2 None of the assets, expenditure on which has qualified for allowances under Part 3 (Industrial Buildings Allowances) CAA has at any time since that expenditure was incurred been used otherwise than as an industrial building or structure. 9.10.3 The Disclosure Documents give full details of all disclaimers of capital allowances. 9.10.4 The Disclosure Documents give details of any long life asset expenditure which has been incurred by the Company within the meaning of Section 90 CAA). 9.10.5 The Company has not since the Balance Sheet Date done or omitted to do or agreed to do, or permitted to be done, any act as a result of which there may be made a balancing charge under the CAA or a withdrawal of first year allowances or recovery of excess relief within Chapter 11 of Part 2 CAA. 9.10.6 The Company has not made any claim for capital allowances in respect of any asset which is leased to or from or hired to or from the Company. 9.10.7 The Company has not made any election under Section 83 of the CAA (short life assets) nor is taken to have made such an election under Section 89(4) thereof. 9.10.8 No capital expenditure is excluded from being qualifying expenditure for the purposes of the CAA by virtue of Chapters 15 (assets provided or used only partly for qualifying activity) or 17 (anti-avoidance) of Part 2 CAA.

CAPITAL ALLOWANCES. 9.10.1 No 3.1 If any asset of the Company were disposed of at the date of this agreement for its book value as shown in, or adopted for the purpose of, the Accounts, or for the value of consideration actually given for it on its acquisition (if such asset were acquired since the Accounts Date), no balancing charge under CAA 2001 (or any other legislation relating to capital allowances) or similar clawback of relief in jurisdictions outside the CAA UK would be made on the Company on Company. 3.2 No event has occurred since the Accounts Date (otherwise than in the ordinary course of business) whereby any balancing charge may fall to be made against, or any disposal of any pool of assets (that is, all those assets whose expenditure is taken value may fall to be brought into account in computing whether a balancing charge would arise on a disposal of by, the Company under CAA 2001. 3.3 All expenditure which the Company has incurred (or may incur) under any other of those assets) or of any asset not in such a pool, on the assumption that the disposals are made for a consideration equal to the book value shown in or adopted subsisting commitment for the purposes provision of plant or machinery has qualified, or will qualify (if not deductible as a trading expense of the Accounts Company), for allowances at the assets in the pool or (as the case may be) for the assetapplicable rate under CAA 2001. 9.10.2 None of the assets, expenditure on which has qualified for allowances under Part 3 (Industrial Buildings Allowances) CAA has at any time since that expenditure was incurred been used otherwise than as an industrial building or structure. 9.10.3 The Disclosure Documents give full details of all disclaimers of capital allowances. 9.10.4 The Disclosure Documents give details of any long life asset expenditure which has been incurred by the Company within the meaning of Section 90 CAA). 9.10.5 The Company has not since the Balance Sheet Date done or omitted to do or agreed to do, or permitted to be done, any act as a result of which there may be made a balancing charge under the CAA or a withdrawal of first year allowances or recovery of excess relief within Chapter 11 of Part 2 CAA. 9.10.6 3.4 The Company has not made any claim for capital allowances in respect of any asset which is leased to or from from, or hired to or from from, the Company. 9.10.7 3.5 The Company has not claimed any research and development tax relief or tax credit nor any first- year tax credits (within the meaning of section 262A of, and Schedule A1 to, CAA 2001). 3.6 The Company is not a lessee under a lease to which Chapter 17 of Part 2 of CAA 2001 applies or could apply. 3.7 The Company is not a party to any transactions to which Part 11A of ITA 2007 or section 37A of TCGA 1992 applies or could apply. 3.8 The Company has not made any election under Section section 83 of the CAA (short life assets) 2001, nor is it taken to have made such an election under Section section 89(4) thereofof CAA 2001. 9.10.8 No capital 3.9 The Company has not incurred any long-life asset expenditure is excluded from being qualifying expenditure for within the purposes meaning of section 90 of CAA 2001. 3.10 None of the assets of the Company, expenditure on which qualified for a capital allowance under Part 3 of CAA by virtue 2001, were at any time before April 2011 used otherwise than as an industrial building or structure. 3.11 The Company has not incurred any expenditure which qualifies for allowances under Part 3A of Chapters 15 CAA 2001 (assets provided business premises renovation allowance). 3.12 The Disclosure Letter gives full details of all expenditure incurred on the provision of or used only partly replacement of integral features (within the meaning of section 33A of CAA 2001). 3.13 The Company has not made any claim for qualifying activity) or 17 (anti-avoidance) capital allowances in respect of any asset to which Chapter 6 of Part 2 CAAof CAA 2001 applies or could apply. 3.14 All plant, machinery and other equipment owned or used by the Company meets the qualifying conditions for a claim for capital allowances or super deduction.

CAPITAL ALLOWANCES. 9.10.1 3.1 No balancing charge under the CAA 2001 (or any other legislation relating to capital allowances) would be made on the Company or the Subsidiary on the disposal of any pool of assets (that is, all those assets whose expenditure is would be taken into account in computing whether a balancing charge would arise on a disposal of any other of those assets) or of any asset not in such a pool, on the assumption that the disposals are made for a consideration equal to the book value shown in or adopted for the purposes purpose of the Accounts for the assets in the pool or (as the case may be) for the asset. 9.10.2 None of 3.2 No event has occurred since the assets, expenditure on which has qualified for allowances under Part 3 Accounts Date (Industrial Buildings Allowances) CAA has at any time since that expenditure was incurred been used otherwise than as an industrial building in the ordinary course of business) whereby any balancing charge may fall to be made against, or structure. 9.10.3 The Disclosure Documents give full details of all disclaimers of capital allowances. 9.10.4 The Disclosure Documents give details of any long life asset expenditure which has been incurred disposal value may fall to be brought into account by the Company within or the meaning of Section 90 CAASubsidiary under the CAA 2001 (or any other legislation relating to any capital allowances). 9.10.5 The 3.3 Neither the Company nor the Subsidiary has not since the Balance Sheet Date done or omitted to do or agreed to do, or permitted to be done, any act as a result of which there may be made a balancing charge under the CAA or a withdrawal of first year allowances or recovery of excess relief within Chapter 11 of Part 2 CAA. 9.10.6 The Company has not made any claim for capital allowances in respect of any asset which is leased to or from or hired to or from the CompanyCompany or the Subsidiary and no election affecting the Company or any Subsidiary has been made or agreed to be made under sections 177 or 183 of the CAA 2001 in respect of such assets. 9.10.7 The 3.4 Neither the Company nor the Subsidiary is a lessee under a lease to which the provisions of Chapter 17 of Part 2 of the CAA 2001 apply or could apply. 3.5 Neither the Company nor the Subsidiary is a party to any transactions to which the provisions of Schedule 12 to the Finance Act 1997 apply or could apply. 3.0 Xxxther the Company nor the Subsidiary has not made any election under Section section 83 of the CAA (short life assets) 2001 nor is it taken to have made such an election under Section section 89(4) thereof. 9.10.8 No capital expenditure is excluded from being qualifying expenditure for the purposes of the CAA by virtue 2001. 3.7 Neither the Company nor the Subsidiary has incurred any long life asset expenditure within the meaning of Chapters 15 (section 90 of the CAA 2001. 3.8 None of the assets provided of the Company or the Subsidiary expenditure on which has qualified for a capital allowance under Part 3 of the CAA 2001 has at any time been used only partly for qualifying activity) otherwise than as an industrial building or 17 (anti-avoidance) of Part 2 CAAstructure.

CAPITAL ALLOWANCES. 9.10.1 No balancing charge under the CAA would be made on the Company on the disposal of 4.1 If any pool of assets (that is, all those assets whose expenditure is would be taken into account in computing whether a balancing charge would arise on a disposal of any other of those these assets) or of any asset not in such a pool, on of the assumption that the disposals are made Company or any Subsidiary were disposed of at Completion for a consideration equal to the its book value as shown in in, or adopted for the purposes purpose of, the Accounts, or for the value of consideration actually given for it on its acquisition (if such asset were acquired since the Accounts for Date), no balancing charge under Capital Xxxxxxxxx Xxx 0000 (CAA 2001) (or any other legislation relating to capital allowances) or similar clawback of relief in jurisdictions outside the assets UK would be made on the Company or that Subsidiary. 4.2 No event has occurred since the Accounts Date (otherwise than in the pool ordinary course of business) whereby any balancing charge may fall to be made against, or (as the case any disposal value may be) for the asset. 9.10.2 None of the assetsfall to be brought into account, expenditure on which has qualified for allowances under Part 3 (Industrial Buildings Allowances) CAA has at any time since that expenditure was incurred been used otherwise than as an industrial building or structure. 9.10.3 The Disclosure Documents give full details of all disclaimers of capital allowances. 9.10.4 The Disclosure Documents give details of any long life asset expenditure which has been incurred by the Company or any Subsidiary under CAA 2001 (or any other legislation relating to capital allowances) or similar legislation relating to relief for similar capital expenditure in jurisdictions outside the UK. 4.3 The Disclosure Letter contains details of: (a) all expenditure incurred since the Accounts Date in respect of which allowances can be claimed under Parts 2 and 3 of CAA 2001; (b) all capital allowances to which the Company is entitled under Chapter 14 of Part 2 of CAA 2001; (c) any claim for first-year tax credits within the meaning of Section 90 CAA)Schedule 1A of CAA 2001 or for business renovation allowances under Part 3A of CAA 2001; and (d) all expenditure incurred on the provision of or replacement of integral features within the meaning of section 33A of CAA 2001. 9.10.5 4.4 The Company has not since the Balance Sheet Date done or omitted to do or agreed to do, or permitted to be done, any act as a result of which there may be made a balancing charge under the CAA or a withdrawal of first year allowances or recovery of excess relief within Chapter 11 of Part 2 CAA. 9.10.6 The Company and no Subsidiary has not made any claim for capital allowances in respect of any asset which is leased to or from or hired to or from the CompanyCompany or a Subsidiary and no election affecting the Company or any Subsidiary has been made or agreed to be made under Sections 177 or 183 CAA 2001 in respect of any such assets. 9.10.7 The Company has not made any election under Section 83 of the CAA (short life assets) nor is taken to have made such an election under Section 89(4) thereof. 9.10.8 No capital expenditure is excluded from being qualifying expenditure for the purposes of the CAA by virtue of Chapters 15 (assets provided or used only partly for qualifying activity) or 17 (anti-avoidance) of Part 2 CAA.

CAPITAL ALLOWANCES. 9.10.1 No balancing charge under the CAA would be made on the Company on the disposal of 4.1 If any pool of assets (that is, all those assets whose expenditure is would be taken into account in computing whether a balancing charge would arise on a disposal of any other of those these assets) or of any asset not in such a pool, on of the assumption that the disposals are made Company or any Subsidiary were disposed of at Completion for a consideration equal to the its book value as shown in in, or adopted for the purposes purpose of, the Accounts, or for the value of consideration actually given for it on its acquisition (if such asset were acquired since the Accounts for Date), no balancing charge under Capital Xxxxxxxxx Xxx 0000 (CAA 2001) (or any other legislation relating to capital allowances) or similar clawback of relief in jurisdictions outside the assets UK would be made on the Company or that Subsidiary. 4.2 No event has occurred since the Accounts Date (otherwise than in the pool ordinary course of business) whereby any balancing charge may fall to be made against, or (as the case any disposal value may be) for the asset. 9.10.2 None of the assetsfall to be brought into account, expenditure on which has qualified for allowances under Part 3 (Industrial Buildings Allowances) CAA has at any time since that expenditure was incurred been used otherwise than as an industrial building or structure. 9.10.3 The Disclosure Documents give full details of all disclaimers of capital allowances. 9.10.4 The Disclosure Documents give details of any long life asset expenditure which has been incurred by the Company or any Subsidiary under CAA 2001 (or any other legislation relating to capital allowances) or similar legislation relating to relief for similar capital expenditure in jurisdictions outside the UK. 4.3 The Disclosure Letter contains details of: (a) all expenditure incurred since the Accounts Date in respect of which allowances can be claimed under Parts 2 and 3 of CAA 2001; (b) all capital allowances to which the Company is entitled under Chapter 14 of Part 2 of CAA 2001; (c) any claim for first-year tax credits within the meaning of Section 90 CAA)Schedule 1A of CAA 2001 or for business renovation allowances under Part 3A of CAA 2001; and (d) all expenditure incurred on the provision of or replacement of integral features within the meaning of section 33A of CAA 2001. 9.10.5 4.4 The Company has not since the Balance Sheet Date done or omitted to do or agreed to do, or permitted to be done, any act as a result of which there may be made a balancing charge under the CAA or a withdrawal of first year allowances or recovery of excess relief within Chapter 11 of Part 2 CAA. 9.10.6 The Company and no Subsidiary has not made any claim for capital allowances in respect of any asset which is leased to or from or hired to or from the Company. 9.10.7 The Company or a Subsidiary and no election affecting the Company or any Subsidiary has not been made or agreed to be made under Sections 177 or 183 CAA 2001 in respect of any election under Section 83 of the CAA (short life such assets) nor is taken to have made such an election under Section 89(4) thereof. 9.10.8 No capital expenditure is excluded from being qualifying expenditure for the purposes of the CAA by virtue of Chapters 15 (assets provided or used only partly for qualifying activity) or 17 (anti-avoidance) of Part 2 CAA.. 77

CAPITAL ALLOWANCES. 9.10.1 No 4.1 If any asset of the Company were disposed of at Completion for its book value as shown in, or adopted for the purpose of, the Accounts, or for the value of consideration actually given for it on its acquisition (if such asset were acquired since the Accounts Date), no balancing charge under CAA 2001 (or any other legislation relating to capital allowances) or similar clawback of relief in jurisdictions outside the CAA UK would be made on the Company on Company. 4.2 No event has occurred since the Accounts Date (otherwise than in the ordinary course of business) whereby any balancing charge may fall to be made against, or any disposal of any pool of assets (that is, all those assets whose expenditure is taken value may fall to be brought into account in computing whether a balancing charge would arise on a disposal of by, the Company under CAA 2001 (or any other of those assetslegislation relating to any capital allowances) or similar legislation relating to relief for similar capital expenditure in jurisdictions outside of the UK. 4.3 All expenditure which the Company has incurred (or may incur) under any asset not in such a pool, on the assumption that the disposals are made for a consideration equal to the book value shown in or adopted subsisting commitment for the purposes provision of plant or machinery has qualified, or will qualify (if not deductible as a trading expense of the Accounts for the assets in the pool or (as the case may be) for the asset. 9.10.2 None of the assetsCompany), expenditure on which has qualified for allowances at the applicable rate under Part 3 (Industrial Buildings Allowances) CAA has at any time since that expenditure was incurred been used otherwise than as an industrial building or structure. 9.10.3 The Disclosure Documents give full details of all disclaimers of capital allowances. 9.10.4 The Disclosure Documents give details of any long life asset expenditure which has been incurred by the Company within the meaning of Section 90 CAA). 9.10.5 2001. The Company has not since the Balance Sheet Date done or omitted to do or agreed to do, or permitted to be done, any act as a result notified its Inspector of which there may be made a balancing charge under the CAA or a withdrawal Taxes of first year allowances or recovery of excess relief within Chapter 11 of Part 2 CAAall such expenditure. 9.10.6 4.4 The Company has not made any claim for capital allowances in respect of any asset which is leased to or from from, or hired to or from from, the Company. No election affecting the Company has been made, or agreed to be made, under sections 177 or 183 of CAA 2001 in respect of such assets. 9.10.7 4.5 The Company is not a lessee under a lease to which Chapter 17 of Part 2 of CAA 2001 apply or could apply. 4.6 The Company is not a party to any transactions to which paragraphs 2-5 and 7 of Schedule 3 to TIOPA 2010 apply or could apply. 4.7 The Company has not made any no election under Section section 83 of the CAA (short life assets) 2001, nor is it taken to have made such an election under Section section 89(4) thereofof CAA 2001. 9.10.8 No capital 4.8 The Company has not incurred any long-life asset expenditure is excluded from being qualifying within the meaning of section 90 of CAA 2001. 4.9 The Disclosure Letter gives full details of any disclaimers of allowances on plant and machinery. 4.10 The Company has not incurred any expenditure which qualifies for allowances under Part 3A of CAA 2001 (business premises renovation allowance). 4.11 The Disclosure Letter gives full details of all expenditure incurred on the purposes provision of or replacement of integral features (within the meaning of section 33A of CAA by virtue of Chapters 15 (assets provided or used only partly for qualifying activity) or 17 (anti-avoidance) of Part 2 CAA2001).