Common use of TAX EVENTS SINCE THE ACCOUNTS DATE Clause in Contracts

TAX EVENTS SINCE THE ACCOUNTS DATE. Since the Accounts Date: (i) no Company has declared, made or paid any Distribution (as defined in the Tax Covenant); (ii) no period of any Company by reference to which Tax is calculated has ended; (iii) there has been no disposal of any asset by any Company (including trading stock) or supply of any service or business facility of any kind (including a loan of money or the letting, hiring or licensing of any property whether tangible or intangible) in circumstances where the consideration actually received or receivable for such disposal or supply was materially different to the consideration which could be deemed to have been received for Tax purposes; (iv) no event has occurred which will give rise to a Tax liability on any of the Companies calculated by reference to deemed (as opposed to actual) income, profits or gains or which will result in any of the Companies becoming liable to pay or bear Tax liability directly or primarily chargeable against or attributable to another person, firm or company other than any of the Companies; (v) no disposal has taken place or other event occurred which will or may have the effect of crystallising a liability to Taxation which should have been included in the provisions for deferred Taxation contained in the Accounts if such disposal or other event had been planned or predicted at the Accounts Date; (vi) no Company has paid any interest or penalty in connection with any Tax, has otherwise paid any Tax after its due date for payment or owes any Tax the due date for payment of which has passed or will arise in the thirty days after the date of this Agreement.

TAX EVENTS SINCE THE ACCOUNTS DATE. (a) Since the Accounts Date: (i) no Group Company has declared, made or paid any Distribution (as defined in the Tax Covenant)distribution; (ii) no Tax accounting period of any Group Company by reference to which Tax is calculated has ended; (iii) there has been no disposal of any asset by any Company (including trading stock) or supply of any service or business facility of any kind (including a loan of money or the letting, hiring or licensing of any property whether tangible or intangible) in circumstances where the consideration actually received or receivable for such disposal or supply was materially different to less than the consideration which could be deemed to have been received for Tax purposes; (iv) no event has occurred which will give rise to a Tax liability on any of the Companies Group Company calculated by reference to deemed (as opposed to actual) income, profits or gains or which will result in any of the Companies Group Company becoming liable to pay or bear a Tax liability directly or primarily chargeable against or attributable to another person, firm individual partnership or company other than any of the Companiescompany; (v) no disposal has taken place or other event occurred which will or may have the effect of crystallising a liability to Taxation which should have been included in the provisions provision for deferred Taxation contained in the Accounts if such disposal or other event had been planned or predicted at the Accounts Date; (vi) no Group Company has paid made or incurred any interest obligation to make a payment of a revenue nature which will not be: (A) deductible in computing (a) trading profits for the purposes of corporation tax or penalty (b) income or profits for the purposes of income tax; (B) deductible as a management expense of a company with investment business; (C) deductible as a loan relationship debit in connection accordance with the provisions of Chapter 3 (The Credits and Debits to be Brought into Account: General) of Part 5 (Loan Relationships) CTA 2009; or (D) deductible as an annual payment; and (vii) no Group Company has made or incurred any Tax, has otherwise paid obligation to make a payment of a capital nature other than any Tax after its due date for such payment or owes any Tax obligation made or incurred in respect of the due date for payment acquisition of which has passed or will arise capital assets in the thirty days after ordinary course of business of any Group Company which are used for the date purposes of this Agreementthe business of such Group Company as carried on at the Accounts Date.

TAX EVENTS SINCE THE ACCOUNTS DATE. Since the Accounts Date: (iA) no the Company has not declared, made or paid any Distribution (as defined in distribution within the Tax Covenant)meaning of CTA 2010; (iiB) no accounting period of any the Company by reference to which Tax is calculated has ended; (iiiC) there has been no disposal of any material asset by any Company (including trading stock) or supply making of any service provision in a transaction or business facility series of any kind transactions (including a loan of money or the letting, hiring any financing arrangement or licensing of any property whether tangible or intangibleintangible property) in circumstances where the consideration actually received or receivable (if any) for such disposal or supply was materially different to less than the consideration which could be deemed to have been received for Tax purposes; (ivD) no event has occurred which will give rise to a Tax liability on any of the Companies Company calculated by reference to deemed (as opposed to actual) income, profits or gains or which will result in any of the Companies Company becoming liable to pay or bear a Tax liability directly or primarily chargeable against or attributable to another personPerson, firm or company (other than any other member of the CompaniesGroup); (vE) no disposal has taken place or other event occurred which will or may have the effect of crystallising a liability to Taxation Tax which should have been included in the provisions provision for deferred Taxation Tax contained in the Accounts if such disposal or other event had been planned or predicted at the Accounts Date; (viF) no The Company has not made any payment or incurred any obligation to make a payment (in either case in excess of £50,000) which will not be deductible in computing trading profits for the purposes of corporation Tax, or be deductible as a management expense of a company with an investment business; (G) The Company has not paid or become liable to pay any interest or penalty in connection with any Tax, has otherwise paid any Tax after its due date for payment or owes and the Company is not liable to pay any Tax the due date for payment of which has passed or nor will the Company become liable to pay any Tax the due date for payment of which will arise in the thirty 30 days after the date of this Agreement.

TAX EVENTS SINCE THE ACCOUNTS DATE. Since the Accounts Date: (iA) no Company member of the Group has declared, made or paid any Distribution (as defined in distribution within the Tax Covenant)meaning of ICTA 1988; (iiB) no accounting period of any Company by reference to which Tax is calculated member of the Group has ended; (iiiC) there has been no disposal of any asset by any Company (including trading stock) or supply of any service or business facility of any kind (including a loan of money or the letting, hiring or licensing of any property whether tangible or intangible) in circumstances where the consideration actually received or receivable for such disposal or supply was materially different to less than the consideration which could be deemed to have been received for Tax tax purposes; (ivD) no event has occurred which will give rise to a Tax tax liability on any member of the Companies Group (other than such member resident in the U.S. for Tax purposes) calculated by reference to deemed (as opposed to actual) income, profits or gains or which will result in any member of the Companies Group becoming liable to pay or bear Tax a tax liability directly or primarily chargeable against or attributable to another person, firm or company (other than any other member of the CompaniesGroup); (vE) no disposal has taken place or other event occurred which will or may have the effect of crystallising a liability to Taxation (other than in the U.S.) which should have been included in the provisions provision for deferred Taxation contained in the Accounts if such disposal or other event had been planned or predicted at the Accounts Date; (viF) no Company member of the Group has made any payment or incurred any obligation to make a payment (in either case in excess of L20,000) which will not be deductible in computing trading profits for the purposes of corporation tax, or be deductible as a management expense of an investment company or a company with investment business; (G) no member of the Group has been a party to any transaction for which any tax clearance provided for by statute has been or could have been obtained; (H) no member of the Group has paid or become liable to pay or acted (directly or through an agent or other representative) in such manner as to incur a liability (or potential liability) to pay any interest or penalty in connection with any Tax, has tax or otherwise paid any Tax tax after its due date for payment or owes become liable to pay any Tax tax the due date for payment of which has passed or become prospectively liable to pay any tax the due date for payment of which will arise in the thirty 30 days after the date of this Agreementagreement.

TAX EVENTS SINCE THE ACCOUNTS DATE. Since So far as GEC is aware, since the Accounts Date: (iA) no Xxxxx Xxxxxx Group Company has declared, made or paid any Distribution (as defined in the Tax Covenant); (ii) no period dividend or made any distribution of any Company assets or repayment of capital by reference to which Tax is calculated it will or may be liable to Tax; (B) no accounting period of any Xxxxx Xxxxxx Group Company has ended; (iiiC) there has been no disposal of any asset by any Company (including trading stock) or supply of any service or business facility of any kind (including a loan of money or the letting, hiring or licensing of any property whether tangible or intangible) in circumstances where the consideration actually received or receivable for such disposal or supply was materially different to less than the consideration which could be deemed to have been received for Tax tax purposes; (ivD) no event has occurred which will give rise to a Tax tax liability on any of the Companies Xxxxx Xxxxxx Group Company calculated by reference to deemed (as opposed to actual) income, profits or gains or which will result in any of the Companies such Xxxxx Xxxxxx Group Company becoming liable to pay or bear Tax a tax liability directly or primarily chargeable against or attributable to another person, firm or company other than any of the Companiescompany; (vE) no disposal has taken place or other event occurred which will or may have the effect of crystallising a liability to Taxation which should have been included in the provisions provision for deferred Taxation contained in the Accounts if such disposal or other event had been planned or predicted at the Accounts Date; (viF) no Xxxxx Xxxxxx Group Company has incurred expenditure of a revenue nature or entered into a commitment to incur 91 expenditure of a revenue nature which will not be deductible in computing trading profits for the purposes of corporation tax, or be deductible as a management expense of an investment company, other than expenditure at a rate proportionately no greater than the corresponding rate for the accounting period ending on the Accounts Date; and (G) no Xxxxx Xxxxxx Group Company has paid or become liable to pay any interest or penalty in connection with any Taxtax, has otherwise paid any Tax tax after its due date for payment or owes any Tax tax the due date for payment of which has passed or will arise in the thirty 30 days after the date of this Agreement.

TAX EVENTS SINCE THE ACCOUNTS DATE. Since the Accounts Date:Date:- (iA) no the Company has not declared, made or paid any Distribution (as defined in distribution within the Tax Covenant)meaning of ICTA 1988; (iiB) no the accounting period of any the Company by reference to which Tax is calculated has not ended; (iiiC) there has been no disposal of any asset by any Company (including trading stock) or supply of any service or business facility of any kind (including a loan of money or the letting, hiring or licensing of any property whether tangible or intangible) in circumstances where the consideration actually received or receivable for such disposal or supply was materially different to less than the consideration which could be deemed to have been received for Tax tax purposes; (ivD) no event has occurred which will give rise to a Tax tax liability on any of the Companies Company calculated by reference to deemed (as opposed to actual) income, profits or gains or which will result in any of the Companies Company becoming liable to pay or bear Tax a tax liability directly or primarily chargeable against or attributable to another person, firm or company other than any of the Companiescompany; (vE) no disposal has taken place or other event occurred which will or may have the effect of crystallising a liability to Taxation which should have been included in the provisions provision for deferred Taxation contained in the Accounts if such disposal or other event had been planned or predicted at the Accounts Date; (viF) no the Company has not made any payment or incurred any obligation to make a payment which will not be deductible in computing trading profits for the purposes of corporation tax, or be deductible as a management expense of an investment company; (G) the Company has not been a party to any transaction for which any tax clearance provided for by statute has been or could have been obtained; (H) the Company has not paid or become liable to pay any interest or penalty in connection with any Taxtax, has otherwise paid any Tax tax after its due date for payment or owes any Tax tax the due date for payment of which has passed or will arise in the thirty 30 days after the date of this Agreement.