Joint Tax Election. If, following Closing, the Seller so requests in writing to the Purchaser, the Purchaser and the Seller shall, each acting reasonably and in good faith, discuss the making of a joint election under subsection 56.4(7) of the Income Tax Act (Canada) and the corresponding provisions of any applicable Canadian provincial statute. Any such election shall be made using the applicable prescribed form, if any, or otherwise filed in a manner acceptable to the Canada Revenue Agency or the applicable Canadian provincial Tax Authorities, as the case may be.
Joint Tax Election. Each Canadian Stockholder and Exchangeco agree to file a joint election under subsection 85(1) of the Tax Act in prescribed form and within the prescribed time period, electing to transfer the Company Common Shares owned by such Canadian Stockholder at an amount equal to the cost to the such Canadian Stockholder of such Company Common Shares for the purposes of the Tax Act immediately before Closing (or at such other amount as the Canadian Stockholder may determine). The parties agree to file corresponding joint elections under any applicable provincial taxing statutes. Such tax elections shall be prepared by accountants chosen by the Stockholders' Representative based on information provided by the Canadian Stockholders. The fees and expenses of such accountants shall be paid by the Canadian Stockholders.
Joint Tax Election. 14 SECTION 3 REPRESENTATIONS OF THE STOCKHOLDERS REGARDING THE SHARES..........................15
Joint Tax Election. The Parties will jointly elect or cause a joint election to be made in the forms prescribed under subsection 85(1) of the Income Tax Act (Canada) (the “Act”) and under any and all equivalent provisions of any other applicable provincial legislation, in respect of the transfer of the Consideration Shares and Consideration Warrants within the time and in the manner required by such legislation. For greater certainty, the amount which the Parties will set out in the election forms prescribed under subsection 85(1) of the Act, and under any and all equivalent provisions of any other applicable provincial legislation, in respect of the transfer of the Consideration Warrants will be $0.00001 per Consideration Warrant, and the Parties will amend or revise such elections as required in the event of any adjustment to the Purchase Price under Section 6.10.
Joint Tax Election. The Purchaser and the IsoCanMed Shareholders each hereby acknowledge and agree that no portion of the Purchase Price is allocated to, or is considered or regarded as consideration paid or payable for, the undertakings contained in this Agreement. The Parties acknowledge and agree that the purpose of the undertakings set forth in any of the restrictive covenants of this Agreement is to maintain and protect the fair market value of the Purchased Shares and that it is intended by the Parties that subsections 56.4(5) and (7) of the ITA, and the corresponding provisions of the QTA, apply with respect to the undertakings described in those restrictive covenants, subject, however, to subsections 56.4(5) and (7) of the ITA and the corresponding provisions of the QTA being applicable to such undertakings. To the extent that Section
Joint Tax Election. The Restricted Parties and the Purchaser hereby acknowledge and agree that no portion of the Purchase Price is allocated, considered or regarded as a consideration for the undertakings set forth at Sections 3.5.1. to
Joint Tax Election. If, following Closing, the Seller so requests in writing to the Purchaser, the Purchaser and the Seller shall, each acting reasonably and in good faith, discuss the making of
Joint Tax Election. Notwithstanding the Purchase Price to be paid by the Buyer to the Sellers hereunder, the Buyer and the Sellers hereby agree and confirm that, as may be required by any of the Sellers in connection with the transactions contemplated hereby (an "Electing Seller"), the Buyer and the Electing Seller will file a joint election, pursuant to section 85(1) of the ITA, in the prescribed form and within the time referred to in the ITA, to transfer the Target Shares from the Electing Seller to the Buyer at an elected amount as determined by the Seller.
Joint Tax Election. Purchaser and Orphan shall, on the Closing Date, elect jointly under subsection 167(1) of the ETA and section 75 of the QSTA, and under any other similar provision of any applicable provincial Laws, in the prescribed form and within the prescribed time, in respect of the sale and transfer of the Purchased Assets hereunder, and Purchaser shall file such elections with Canada Revenue Agency and the Ministère du Revenue du Québec, respectively.
