Tax Pools. Without reference to the Restricted Tax Pools,
(i) as at December 31, 2008, the Tax Pools were comprised of the following: HCo had non-capital losses of XXXXX {amount removed}*, unclaimed SRED expenditures of XXXXX {amount removed}* and unclaimed ITCs of XXXXX {amount removed}*, Test Systems had non-capital losses of XXXXX {amount removed}*, unclaimed SRED expenditures of XXXXX {amount removed}* and unclaimed ITCs of XXXXX {amount removed}* and Stuart Energy had non-capital losses of XXXXX {amount removed}*, unclaimed SRED expenditures of XXXXX {amount removed}* and unclaimed ITCs of XXXXX {amount removed}*;
(ii) up to and including the Effective Time, the Tax Pools have been properly calculated, recorded and recognized by HCo in accordance with the ITA; and
(iii) as at immediately prior to the Effective Time: (i) the Tax Pools will not be subject to any restriction applicable to HCo, Stuart Energy and Test Systems, as the case may be, for both federal and Ontario income tax purposes and, (ii) except as disclosed in writing to the Board of Trustees or its Representatives prior to the date hereof, or with the written consent of the Board of Trustees or its Representatives, such consent not to be unreasonably withheld, there will not have been an acquisition of control, amalgamation, restructuring, reorganization, forgiveness of indebtedness, change of year end or other similar transaction in respect of HCo, Test Systems or Stuart Energy which would have the effect of imposing restrictions on the ability of HCo, Stuart Energy and/or Test Systems to utilize the Tax Pools or which would accelerate expiry of the Tax Pools.
Tax Pools. Profound's Tax Pools on a consolidated basis were not less than $200.8 million in the aggregate as at December 31, 2008, comprised approximately as follows: $66.1 million CCEE $55.7 million CCDE $21.1 million CCOGPE $38.6 million UCC $15.1 million Non-Capital Losses $4.2 million Financing Expenses and Profound has no reason to believe that its Tax Pools on a consolidated basis were materially less on the date hereof than as set forth above.
Tax Pools. Baytex's Canadian tax pools at January 1, 2018 were not less than $1,062 million, including not less than $3 million of Canadian exploration expense, $173 million of Canadian development expense, $338 million of Canadian oil and gas property expense, $225 million of undepreciated capital cost, $276 million of non-capital losses and $47 million of other tax pools. Baytex's estimated United States tax pools at January 1, 2018 were not less than US$1.55 billion, including not less than US$146 million of depletion, US$163 million of intangible drilling costs, US$86 million of tangibles, US$911 million of non-capital losses and US$242 million of other tax pools.
Tax Pools. Raging River's tax pools at January 1, 2018 were not less than $1 billion, including not less than $7 million of Canadian exploration expense, $456 million of Canadian development expense, $252 million of Canadian oil and gas property expense, $242 million of undepreciated capital cost, $55 million of non-capital losses and $7 million of other tax pools.
Tax Pools. Zorin’s Canadian tax pools as at December 31, 2003 are accurately set forth in Schedule D.
Tax Pools as at the Time of Closing (after giving effect to the Corporation's claims in respect of its taxation year which, pursuant to the Canadian Tax Act, will be deemed to have ended as a result of the acquisition of control of the Corporation which results from the sale of the Shares pursuant hereto) the aggregate amount of the Corporation's Tax Pools will not be not less than $ 85 Million less the reductions in the Tax Pools that are attributable to the transactions that occur pursuant to the CNQ Offer and between the date hereof and the Time of Closing, the Corporation will not do anything (other than the transactions contemplated by this Agreement and the CNQ Offer) which would result in such Tax Pools being restricted in a manner which prevents their reasonable utilization;
Tax Pools. GNEL had, as of January 1, 2004 and including the accounts of its wholly owned subsidiary, 905698 Alberta Ltd., Canadian tax pools totaling not less than $154.357 million consisting of the following approximate balances: COGPE $ 87.674 million CDE $ 18.894 million CEE $ 5.289 million UCC $ 38.170 million Non-capital losses & other $ 4.330 million The Canadian tax pools are net of $Nil renounced under flow through agreements entered into in 2003. There remained, as of January 1, 2004, an obligation under the flow through agreements to incur an additional amount of approximately $6.1 million of qualifying expenditures.
Tax Pools. As of December 31, 2012, Petrominerales had available for deduction against future taxable income, the tax pools disclosed in the Disclosure Letter and since December 31, 2012, Petrominerales has not taken any action or entered into any transaction outside of the ordinary course of business that would have the effect of reducing such amount other than as contemplated by this Agreement.
Tax Pools. The Colombian Subsidiary (but not the Branch of the Colombian Subsidiary) shall pay the Vendor twenty-five percent (25%) (a "Tax Pool Payment") of any amount otherwise payable by the Colombian Subsidiary to the appropriate Colombian Governmental Entity responsible for tax matters (the "Colombian Tax Authority") but for the utilization by the Colombian Subsidiary of any portion of the Tax Pools Balance. Any Tax Pool Payment to which the Vendor is entitled to herein shall be paid to the Vendor within sixty (60) days of the date such amounts would otherwise have been payable to the Colombian Tax Authority. The aggregate of all Tax Pool Payments (and deemed Tax Pool Payments pursuant to Section 6.7) to the Vendor shall not exceed a maximum amount (the "Maximum Tax Pool Payment"). The Maximum Tax Pool Payment shall be $2,500,000 if the Tax Pool Amount is equal to or greater than the sum of $50,000,000 on December 31, 1996. The Maximum Tax Pool Payment shall be zero if the Tax Pool Amount is equal to or less than the sum of $20,000,000. The Maximum Tax Pool Payment will be pro-rated downwards if the Tax Pool Amount is less than $50,000,000. For example, if the Tax Pool Amount is equal to $30,000,000, then the Maximum Tax Pool Payment shall be $833,000; if the Tax Pool Amount is equal to $40,000,000, the Maximum Tax Pool Payment is equal to $1,666,000. The Tax Pool Amount shall be calculated in U.S. dollars using the exchange rate available for the purchase of U.S. dollars using Colombian pesos on the Closing Date, for the purpose of calculating the Maximum Tax Pool Payment. The Tax Pool Balance at the end of a calendar year will be adjusted to reflect both any inflationary adjustment under the rules of the Colombian Tax Authority and any change in the exchange rate between the US$ and the Colombian peso (or any successory currency) from the beginning of such year to the last day of such year, provided however that such adjustment shall in no event increase the Maximum Tax Pool Payment computed as at Closing. All annual payments to be made to the Vendor in respect thereof shall be made in U.S. dollars using the exchange rate available for the purchase of U.S. dollars using Colombian pesos on the date such payment would otherwise have been payable to the Colombian Taxing Authority. In the event that the Purchaser sells more than fifty percent (50%) of the shares in the common stock of the Colombian Subsidiary, the Purchaser shall pay to the Vendor an amount equal ...
Tax Pools. As of November 30, 2013, the Company had available for deduction against future taxable income, the tax pools disclosed in the Company Disclosure Letter and since November 30, 2013, the Company has not taken any action or entered into any transaction outside of the Ordinary Course that would have the effect of reducing such amounts.
