share purchase agreement - The Law Society of Saskatchewan

2OR[C] NOW THEREFORE in consideration of the premises and the mutualagreements and covenants herein contained, the parties heretohereby covenant and agree as follows:ARTICLE 1INTERPRETATION1.1 DEFINED TERMS:In this Agreement and in the schedules hereto, unless there issomething in the subject matter or context inconsistent therewith,the following terms and expressions will have the followingmeanings:[A] (a) "Affiliate" of any person means any corporation which,directly or indirectly, is controlled by, controls or isunder direct or indirect common control with such person;OR[E] (a) "Affiliate" means affiliates as defined in The BusinessCorporations Act, R.S.S. or [appropriate statute];(b)"arm's length" will have the meaning ascribed to suchterm under the Income Tax Act, S.C. 1970-71-72, c. 63(Canada) ;[A] (c) "[Audited] Financial Statements" means the [audited]consolidated financial statements of the Corporation asat and for the fiscal year ended 19-, consisting of abalance sheet, an income statement, a statement ofchanges in financial position and [name of any otherstatement, ( i . e.) statement of retained earnings anddeficit] together with the notes thereto [and the opinionof the Corporation's auditors thereon], a copy of whichis attached hereto as Schedule "A", all prepared inaccordance with generally accepted accounting principles,consistently applied;OR[E] (c) "[Audited] Financial Statements" means the [audited]consolidated financial statements of the Corporation asat and for the fiscal years ended on [date] in each ofthe years from - to -, inclusive, including the balancesheets, income statements, statements of changes in