GST and QST Clause Samples

GST and QST. Schlumberger Canada and Itron Canada shall, prior to the transfer of the Transferred Assets, be duly registered under subdivision (d) of Division V of Part IX of the Excise Tax Act with respect to the GST and under Division I of Chapter VIII of Title I of the Québec Sales Tax Act with respect to the QST. Both Schlumberger Canada and Itron Canada shall cooperate fully with each other and make any and all elections required in order that the minimum possible GST and QST, if any, be payable in connection with the transactions contemplated hereby involving the Transferred Assets. Schlumberger Canada and Itron Canada shall jointly elect in prescribed form under Subsection 167(1) of the Excise Tax Act (and under any corresponding provisions of the Québec Sales Tax Act) that no tax be payable pursuant to (i) Part IX of the Excise Tax Act or (ii) the Québec Sales Tax Act, with respect to the sale of the Transferred Assets under this Agreement. Schlumberger Canada and Itron Canada shall make such elections in prescribed form containing the prescribed information pursuant to the said legislation. For the avoidance of doubt, Schlumberger Canada will complete, sign, and deliver to Itron Canada all necessary forms required to make the joint elections on the Closing Date. Itron Canada shall file the joint elections with the returns required to be filed by Itron Canada under the Excise Tax Act and the Québec Sales Tax Act for Itron Canada’s reporting period in which the sale is made, in compliance with the requirements of such Law.

GST and QST. The Tenant shall pay the goods and services tax (GST), the Québec sales tax (QST) and all other applicable taxes on all amounts payable hereunder, as applicable. In the event the Tenant fails to pay any applicable GST, QST or any other applicable tax, the Landlord shall have all the same rights and remedies in respect of recovery of same as those available to recover the Rent payable under the Lease.

GST and QST. The Purchaser is a goods and services tax “registrant” under Part IX of the Excise Tax Act (Canada) and its GST registration number is 853133593 RT0001. The Purchaser is a Quebec sales tax “registrant” pursuant to the Act respecting the Quebec sales tax and its QST registration number is 1013028282 TQ0001.

GST and QST. The Tenant shall be, at Closing, validly registered under Subdivision d of Division V of Part IX of the Excise Tax Act (Canada) for the purposes of GST and under Division I of Chapter VIII of Title I of the Act respecting the Quebec Sales Tax for the purposes of QST;

GST and QST. Lessee shall pay to Lessor, in accordance with applicable laws and regulations, the net amount of any and all goods and services taxes and sales taxes, imposed or assessed against Lessor’s rent payable by Lessee under this Lease, or in respect of the rental of space under this Lease.

GST and QST. The amount of the consideration for purpose of the goods and services tax ("GST") levied under subsection 165(l) of the Excise Tax Act (Canada), and the amount of the consideration for purposes of the Quebec sales tax ("QST") levied under Section 16 of the Quebec Sales Tax Act, do not include any GST and QST payable by the Buyer in respect of the sale of the Assets.

GST and QST. The Assets constitute all or substantially all of the property that can reasonably be regarded as being necessary for the Purchaser to be capable of carrying on the Business. The Vendor is a goods and services tax “registrant” under Part IX of the Excise Tax Act (Canada) and its GST registration number is 12975 0816 RT0001. The Vendor is a Quebec sales tax “registrant” pursuant to the Act respecting the Quebec sales tax and its QST registration number is 1013231253 TQ0001.

GST and QST. The Purchaser is registered for GST and QST purposes and its registration numbers for such purposes are 869583906 and 1205283150, respectively. To the extent any Acquiring Entity's purchase of any Purchased Assets is subject of GST or QST, the Acquiring Entity shall be registered for GST and QST, respectively, and its registration numbers therefor shall be as set forth on a certificate to be delivered at Closing by the Purchaser pursuant to Section 6.02(a).

GST and QST. The Landlord is or shall be, at Closing, validly registered under Subdivision d of Division V of Part IX of the Excise Tax Act (Canada) for the purposes of GST and under Division I of Chapter VIII of Title I of the Act respecting the Quebec Sales Tax for the purposes of QST;