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These calculations consider both the Partners' XXXXXXXXXX services, and may, for example, include consideration for time spent serving on the Executive Committee; and (d) each Partner's monthly drawings is normally determined as XXXXXXXXX % of XXXXXXXXXX of their annual gross income target, which is set by the Executive Committee in consultation with each Partner. ...

A wholly-owned subsidiary of the Vendor acquired a XXXXXXXXXX % general partnership interest in the Project Partnership for $XXXXXXXXXX. ...

The principal material Subsidiary Affiliate is XXXXXXXXXX, which in turn owns XXXXXXXXXX % of the shares of XXXXXXXXXX. 6. ...

XXXXXXXXXX (b) to the Other Partnership, the aggregate of (i) XXXXXXXXXX% (or such other percentage as may be agreed upon from time to time by the Other Partnership and XXXXXXXXXX Partners having at least XXXXXXXXXX % of the votes of all XXXXXXXXXX Partners) of the gross income of the Partnership, minus the negotiated amount of teaching funding the Other Partnership agreed to provide to the Partnership, as noted in Paragraph 8(c), and (ii) $XXXXXXXXXX on account of accounting and administrative services provided by the Other Partnership to the Partnership, as noted in Paragraph 8(b). ...

" means XXXXXXXXXX, a limited partnership formed pursuant to the laws of the XXXXXXXXXX; (kk) "Majority Lenders" means: (a) if there are no loans outstanding under the Credit Agreement, a Bank or Banks whose commitments aggregate more than XXXXXXXXXX% of the total commitments under the Credit Facilities (or, if the total commitments have been reduced to zero, aggregated more than XXXXXXXXXX% of the total commitments immediately prior to the reduction); or (b) at any other time, a Bank or Banks whose participation in the loans then outstanding under the Credit Agreement aggregate more than XXXXXXXXXX % of all loans then outstanding under the Credit Agreement; (ll) "Manager" means XXXXXXXXXX, a corporation formed pursuant to the laws of XXXXXXXXXX or an affiliate thereof; (mm) "Manager Group" means: (i) Manager or any of its affiliates; (ii) any entity managed by Manager or any of its affiliates; and (iii) any entity where Manager or any of its affiliates is the general partner; and to the extent that the Manager Group is reorganized pursuant to a bona fide reorganization of the business of Manager, this definition shall be adjusted to the mutual satisfaction of Finco, the Partnership and the Banks; (nn) "Maintenance Reserve Account" means an account established by the Partnership at agreed upon levels in order to cover the cost profile of the maintenance of the Project XXXXXXXXXX for which the Partnership will be responsible; (oo) "Material Adverse Effect" means: (i) any change in the assets, properties, operations or condition, financial or otherwise, of Finco or the Partnership, taken as a whole, which would reasonably be expected to materially and adversely affect the ability of Finco and the Partnership, taken as a whole, to fulfil their obligations under the Senior Finance Documents, or the XXXXXXXXXX Agreement; (ii) any impairment or reduction in the ability (financial or otherwise) (a) until the earlier of the end of the latest defect warranty period under the DB Contract and XXXXXXXXXX months after the Substantial Completion Date, of the DB Contractor and DB Guarantors collectively, (b) of the OMR Contractor and XXXXXXXXXX collectively or (c) of the XXXXXXXXXX Contractor and XXXXXXXXXX collectively, to fulfil any material covenant or obligation of such entity under the Senior Finance Documents or a Project Contract where such impairment or reduction would reasonably be expected to materially and adversely affect the ability of Finco and the Partnership, taken as a whole, to fulfil their obligations under the Senior Finance Documents, or the XXXXXXXXXX Agreement; or any material impairment of the rights and remedies of the Security Trustee under the Security Documents; (pp) "Material Entity" means the DB Contractor, the OMR Contractor, the XXXXXXXXXX Contractor, each DB Guarantor, each OMR Guarantor and the XXXXXXXXXX Guarantor, as well as their respective partners or members, for so long as they have obligations outstanding under any Project Contract; (qq) "OMR Contract" means the XXXXXXXXXX contract to be entered into between the Partnership and the OMR Contractor; (rr) "OMR Contractor" means XXXXXXXXXX; (ss) "OMR Guarantee" means a guarantee on a joint and several basis by the OMR Guarantors of the obligations of the OMR Contractor under the OMR Contract; (tt) "OMR Guarantors" means XXXXXXXXXX; (uu) "Partnership" means XXXXXXXXXX, a limited partnership formed pursuant to the laws of the XXXXXXXXXX; (vv) "XXXXXXXXXX Agreement" means the agreement between the Authority and the Partnership in respect of the Project to be dated the date of the Credit Agreement entitled "XXXXXXXXXX"; (ww) "Partnership Loans" means the credit facilities of up to $XXXXXXXXXX to be provided by Finco to the Partnership pursuant to the Sub-Loan Agreement; (xx) "Proceeds Account" means an account established by the Partnership at the Account Bank into which will be deposited all revenues from the Project, XXXXXXXXXX milestone payments from the Authority, equity invested in the Partnership, the proceeds from any debt financing by the Partnership including the Partnership Loans and, generally, all amounts received by Finco or the Partnership; (yy) "Project" means the XXXXXXXXXX; (zz) "Project Contracts" means the XXXXXXXXXX Agreement, the DB, OMR and XXXXXXXXXX Contracts and Guarantees, and such other agreements that are required by the Credit Agreement to be Project Contracts; (aaa) "Secured Creditors" means the Arranger, the Banks, the Account Bank, the Agent, and the Security Trustee; (bbb) "Security Documents" means the documents pursuant to which Finco and the Partnership (and others with limited recourse) will provide security for the Credit Facilities; (ccc) "Security Trustee" means XXXXXXXXXX which will hold the security for and on behalf of the Secured Creditors; (ddd) "Senior Finance Documents" means generally: (i) the Credit Agreement; (ii) the Security Documents; and (iii) any other agreement executed pursuant to the foregoing to which a Secured Creditor is a party and which is designated a Senior Finance Document by the Security Trustee; (eee) "Subco" means XXXXXXXXXX a corporation formed under the Canada Business Corporations Act; (fff) "Sub-Loan Agreement" means the agreement to be entered into between Finco and Subco, in its capacity as general partner of the Partnership, outlining the terms and conditions of the Partnership Loans; (ggg) "Substantial Completion Date" also means the "XXXXXXXXXX"; (hhh) "XXXXXXXXXX Agreement" means the XXXXXXXXXX contract to be entered into between the Partnership and the XXXXXXXXXX Contractor; (iii) "XXXXXXXXXX Contractor" means XXXXXXXXXX, a company formed under the laws of XXXXXXXXXX; (jjj) "XXXXXXXXXX Guarantor of the obligations of the XXXXXXXXXX under the XXXXXXXXXX Agreement; and (kkk) XXXXXXXXXX. ...

XXXXXXXXXX; XXXXXXXXXX "series of transactions or events" has the meaning assigned to that expression for the purposes of the Act, including the extended meaning assigned by subsection 248(10); XXXXXXXXXX "Spinco" refers to XXXXXXXXXX, a corporation incorporated under the First Act on XXXXXXXXXX; "Spinco Class A Shares" refers to Spinco Class A Shares, each such share having the following terms: (i) non-voting; (ii) entitled to non-cumulative dividends of XXXXXXXXXX % per annum; (iii) entitled to an amount equal to the aggregate FMV of the SubcoA common shares to be transferred by the Company to Spinco, divided by the number of issued Spinco Class A Shares, plus the amount of any declared but unpaid dividends on the date fixed for liquidation, dissolution or winding-up, such amount being payable on the Spinco Class A Shares in priority to the common shares, on a liquidation, dissolution or winding-up of Spinco; (iv) redeemable and retractable at an amount equal to the aggregate FMV of the SubcoA common shares to be transferred by the Company to Spinco, divided by the number of issued Spinco Class A Shares, plus the amount of any declared but unpaid dividends on the date fixed for redemption or retraction, payable by way of payment of cash or the issuance of a non-interest bearing promissory note; and (v) no dividends may be paid on any class of shares if the value of the net assets after the payment of the dividends would be less than the aggregate redemption value of the Spinco Class A Shares; "Spinco Note" refers to the non-interest-bearing demand promissory note issued by Spinco to the Company; "stated capital" has the meaning assigned to that expression under the First Act; "SubcoA" means XXXXXXXXXX, a corporation incorporated under the First Act. ...

("Holdco2 ") through one of its subsidiary wholly-owned corporations. 5. ...

Currently, there are XXXXXXXXXX Class A Shares and XXXXXXXXXX Common Shares of DC issued and outstanding, which are owned as follows: Shareholder Common Shares Class A Shares % of Votes Sibling1 XXXXXXXXXX XXXXXXXXXX XXXXXXXXXX Sibling2 XXXXXXXXXX XXXXXXXXXX XXXXXXXXXX Sibling3 XXXXXXXXXX XXXXXXXXXX XXXXXXXXXX Sibling4 XXXXXXXXXX XXXXXXXXXX XXXXXXXXXX The shares of DC are held by each of the shareholders as capital property. ...

XXXXXXXXXX Section Manager for Division Director International & Trusts Division Income Tax Rulings Directorate Legislative Policy and Regulatory Affairs Branch ...

Prior to its winding-up as described in Paragraph 22, CanSub, a wholly-owned subsidiary of Target, owned XXXXXXXXXX % of all of the issued and outstanding shares of the capital stock of Opco. ...