**Exhibit 99**

**Safe Harbor Under the Private Securities Litigation Reform Act of 1995**

The Private Securities Litigation Reform Actof 1995 (the “Act”) provides a “safe harbor” for forward-looking statements to encourage companies to provide prospective information, so long as those statements are identified as forward-looking and are accompanied bymeaningful cautionary statements identifying important factors that could cause actual results to differ materially from those disclosed in the statement. Tim Hortons Inc. (the “Company”) desires to take advantage of the “safeharbor” provisions of the Act. 

Certain information in this Form 10-K, particularly information regarding future economic performance and finances,plans, expectations, and objectives of management, is forward-looking. The following factors, in addition to other factors set forth in this 10-K and in other press releases, communications, or filings made with the SEC or the Ontario SecuritiesCommission, and other possible factors not previously identified, could affect the Company’s actual results and cause such results to differ materially from those expressed in forward-looking statements: 

Competition. The quick-service restaurant industry is intensely competitive with respect to price, service, location, personnel, qualified franchisees, and typeand quality of food. The Company and its franchisees compete with international, regional and local organizations, primarily through the quality, variety, and value perception of food products offered. The number and location of units, quality andspeed of service, attractiveness of facilities, effectiveness of advertising/marketing and operational programs, and new product development by the Company and its competitors are also important factors. Certain of the Company’s competitorshave substantially larger marketing budgets. 

Economic, Market and Other Conditions. The quick-service restaurant industry is affected by changes ininternational, national, regional, and local economic and political conditions, consumer preferences and perceptions (including food safety, health or dietary preferences and perceptions), spending patterns, consumer confidence, demographic trends,seasonality, weather events and other calamities, traffic patterns, the type, number and location of competing restaurants, enhanced governmental regulation (including nutritional and franchise regulations), changes in capital market conditions thataffect valuations of restaurant companies in general or the Company’s goodwill in particular, litigation relating to food quality, handling or nutritional content, and the effects of war or terrorist activities and any governmental responsesthereto. Factors such as inflation, food costs, the cost and/or availability of a qualified workforce and other labour issues, benefit costs, legal claims, disruptions to supply chain or changes in the price, availability and shipping costs ofsupplies, and utility and other operating costs, also affect restaurant operations and expenses and impact same-store sales and growth opportunities. The ability of the Company and its franchisees to finance new restaurant development, improvementsand additions to existing restaurants, acquire restaurants from, and sell restaurants to franchisees, and pursue other strategic initiatives (such as acquisitions and joint ventures), are affected by economic conditions, including interest rates andother government policies impacting land and construction costs and the cost and availability of borrowed funds. 

Factors Affecting Growth. Therecan be no assurance that the Company or its franchisees will be able to achieve new restaurant growth objectives or same-store sales growth in Canada or the U.S. The opening and ongoing success of the Company’s and its franchisees’restaurants depends on various factors, including many of the factors set forth in this cautionary statement, as well as sales levels at existing restaurants, factors affecting construction costs generally, and the generation of sufficient cash flowby the Company to pay ongoing construction costs. In addition, the U.S. markets in which the Company seeks to expand may have competitive conditions (including higher construction, occupancy, or operating costs), consumer tastes, or discretionaryspending patterns that differ from the Company’s existing markets, and there maybe a lack of brand awareness in such markets. There can be no assurance that the Company will be able to successfully adapt its brand, development efforts, andrestaurants to these differing market conditions. 

Manufacturing and Distribution Operations. The occurrence of any of the following factors islikely to result in increased operating costs and depressed profitability of the Company’s distribution operations and may also damage the Company’s relationship with franchisees: higher transportation costs, shortages or changes in thecost or availability of qualified workforce and other labour issues, equipment failures, disruption sin supply chain, price fluctuations, climate conditions, industry demand, changes in international commodity markets (especially for coffee, whichis highly volatile in terms of price and supply), and the adoption of additional environmental or health and safety laws and regulations. The Company’s manufacturing and distribution operations in the U.S. are also subject to competition fromother qualified distributors, which could reduce the price the Company receives for supplies sold to U.S. franchisees. 

Joint Venture to Manufacture and Distribute Par-Baked products for Tim Hortons Restaurants. The profitability ofthe Maidstone Bakeries joint venture, which manufactures and distributes par-baked products for the Company’s and its franchisees’ restaurants, could be affected by a number of factors, including many of the factors set forth in thiscautionary statement. Additionally, there can be no assurance that both the Company and its joint venture partner will continue with the joint venture. If the joint venture terminates, it may be necessary, under certain circumstances, for theCompany to build its own par-baking facility or find alternate products or production methods. 

Importance of Locations. The success of the Companyand franchised restaurants is dependent in substantial part on location. There can be no assurance that current locations will continue to be attractive, as demographic patterns change. It is possible the neighbourhood or economic conditions whererestaurants are located could decline in the future, thus resulting in potentially reduced sales in those locations. 

Government Regulation. TheCompany and its franchisees are subject to various federal, state, provincial, and local (“governmental”) laws affecting its and its franchisees’ businesses. The development and operation of restaurants depend to a significant extenton the selection, acquisition, and development of suitable sites, which are subject to zoning, land use (including drive thrus), environmental, traffic, franchise, design and operational requirements, and other regulations. Additional governmentallaws and regulation affecting the Company and its franchisees include: licensing; health, food preparation, sanitation and safety; labour (including applicable minimum wage requirements, overtime, working and safety conditions, and citizenshiprequirements); tax; employee benefits; accounting; and anti-discrimination. Changes in these laws and regulations, or the implementation of additional regulatory requirements, particularly increases in applicable minimum wages, taxes or franchiserequirements, may adversely affect financial results. 

Foreign Exchange Fluctuations. The majority of the Company’s business is conducted inCanada. If the U.S. dollar falls in value relative to the Canadian dollar, then U.S. operations would be less profitable because of the increase in U.S. operating costs resulting from the purchase of supplies from Canadian sources, and U.S.operations will contribute less to the Company’s consolidated results. Exchange rate fluctuations may also cause the price of goods to increase or decrease for the Company and its franchisees. In addition, fluctuations in the values of Canadianand U.S. dollars can affect the value of the Company’s common stock and any dividends the Company pays. 

The Company’s Relationship withWendy’s. The separation agreements with Wendy’s may limit the Company’s ability to effect future financings, acquisitions, dispositions, the issuance of additional securities and certain debt instruments, and to take certain otheractions. 

Mergers, Acquisitions and Other Strategic Transactions. The Company intends to evaluate potential mergers, acquisitions, joint ventureinvestments, alliances, vertical integration opportunities and divestitures, which are subject to many of the same risks affecting new store development. In addition, these transactions involve various other risks, including accurately assessing thevalue, future growth potential, strengths, weaknesses, contingent and other liabilities and potential profitability of acquisition candidates; the potential loss of key personnel of an acquired business; the Company’s ability to achieveprojected economic and operating synergies; difficulties successfully integrating, operating, maintaining and managing newly-acquired operations or employees; difficulties maintaining uniform standards, controls, procedures and policies; thepossibility the Company could incur impairment charges if an acquired business performs below expectations; unanticipated changes in business and economic conditions affecting an acquired business; and diversion of management’s attention fromthe demands of the existing business. In addition, there can be no assurance that the Company will be able to complete desirable transactions, for reasons including a failure to secure financing, as a result of the Company’s arrangements withWendy’s, or restrictive covenants in debt instruments or other agreements with third parties, including the Maidstone Bakeries joint venture arrangements. 

Debt Obligations. The Company’s significant debt obligations could have adverse consequences, including increasing the Company’s vulnerability to adverse economic, regulatory, and industry conditions, limiting theCompany’s ability to compete and its flexibility in planning for, or reacting to, changes in it business and the industry; limiting the Company’s ability to borrow additional funds, and requiring the Company to dedicate significant cashflow from operations to payments on debt (and there can be no assurance that the Company’s cash flow will be sufficient to service its debt), thereby reducing funds available for working capital, capital expenditures, acquisitions, and otherpurposes. In addition, the Company’s credit facilities include restrictive covenants that limit its flexibility to respond to future events and take advantage of contemplated strategic initiatives. 

Other Factors Affecting the Company. The following factors could also cause actual results to differ from expectations: an inability to retain executive officersand other key personnel or attract additional qualified management personnel to meet business needs; and inability to adequately protect the Company’s intellectual property and trade secrets from infringement 

actions or unauthorized use by others; operational or financial shortcomings of franchised restaurants and franchisees; liabilities and losses associatedwith owning and leasing significant amounts of real estate; new and significant legal, accounting and other expenses to comply with public-company corporate governance and financial reporting requirements; failure to implement or ineffectivemaintenance of securities compliance, internal control processes, or corporate governance; implementation of new or changes in interpretation of U.S. GAAP policies or practices; and potential unfavourable variance between estimated and actualliabilities and volatility of actuarially-determined losses and loss estimates. 

Readers are cautioned not to place undue reliance on forward-lookingstatements contained in this Form 10-K, which speak only as of the date hereof. Except as required by federal or provincial securities laws, the Company undertakes no obligation to publicly release any revisions to the forward-looking statementscontained in this Form 10-K, or to update them to reflect events or circumstances occurring after the date of this release, or to reflect the occurrence of unanticipated events, even if new information, future events, or other circumstances havemade them incorrect or misleading.