FAR AS IT WAS COLLECTED,
STORED, USED OR DISSEMINATED IN CONNECTION WITH THE COORS BUSINESS, IN MATERIAL
COMPLIANCE WITH ALL APPLICABLE LAWS IN THE TERRITORY RELATING TO PRIVACY, DATA
SECURITY AND DATA PROTECTION, AND ALL APPLICABLE PRIVACY POLICIES AND TERMS OF
USE OR OTHER CONTRACTUAL OBLIGATIONS.
THE MOLSON COORS GROUP HAS, WITH RESPECT
TO THE COORS BUSINESS, REASONABLE SECURITY AND DATA PROTECTIONS IN PLACE,
CONSISTENT WITH GENERAL INDUSTRY PRACTICES IN THE TERRITORY, WITH RESPECT TO
THIRD-PARTY TRADE SECRETS OR PERSONALLY IDENTIFIABLE INFORMATION, AND THERE HAS
BEEN NO MATERIAL BREACH THEREOF OR LOSS OF DATA IN THE TWO (2) YEARS PRIOR TO
THE DATE OF THIS AGREEMENT; AND
(K)
ALL RIGHTS OF THE MOLSON COORS GROUP COMPANIES
IN AND TO MOLSON COORS CONTRIBUTED IP ARE TRANSFERABLE TO THE COMPANY WITHOUT
ANY REQUIRED CONSENT OR OTHER APPROVAL.
(R)
TAXES.
Except as set forth in Schedule 4.01(r) or as would not reasonably be expected
to, individually or in the aggregate, be material to the Coors Business:
(I)
WITH RESPECT TO THE COORS BUSINESS, THE
CBC GROUP COMPANIES AND, TO CBC'S KNOWLEDGE, THE COORS JOINT VENTURES (A) HAVE
PREPARED IN ACCORDANCE WITH APPLICABLE LAW AND DULY AND TIMELY FILED (TAKING
INTO ACCOUNT ANY EXTENSION OF TIME WITHIN WHICH TO FILE) ALL MATERIAL TAX
RETURNS REQUIRED TO BE FILED BY ANY OF THEM AND ALL SUCH TAX RETURNS WERE, AT
THE TIME OF FILING, TRUE AND COMPLETE IN ALL MATERIAL RESPECTS; (B) HAVE PAID
ALL TAXES THAT THEY WERE REQUIRED TO PAY AND WITHHELD ALL TAXES THAT THEY WERE
OBLIGATED TO WITHHOLD FROM AMOUNTS OWING TO ANY EMPLOYEE, CREDITOR, STOCKHOLDER
OR THIRD PARTY, EXCEPT WITH RESPECT TO MATTERS CONTESTED IN GOOD FAITH FOR WHICH
ADEQUATE RESERVES HAVE BEEN ESTABLISHED AND ARE REFLECTED IN THE COORS FINANCIAL
INFORMATION OR ARE INCURRED IN THE ORDINARY COURSE OF THE
45
COORS BUSINESS, CONSISTENT WITH PAST PRACTICE, AFTER THE DATE OF THE LATEST CBC
BALANCE SHEET AND EXCEPT WHERE SUCH FAILURE TO SO PAY OR REMIT, INDIVIDUALLY OR
IN THE AGGREGATE, IS NOT REASONABLY LIKELY TO BE MATERIAL; AND (C) HAVE NOT
WAIVED ANY STATUTE OF LIMITATIONS WITH RESPECT TO ANY MATERIAL AMOUNT OF TAXES
OR AGREED TO ANY EXTENSION OF TIME WITH RESPECT TO ANY MATERIAL AMOUNT OF TAX
ASSESSMENT OR DEFICIENCY.
(II)
AS OF THE DATE HEREOF, THERE ARE NOT
PENDING OR THREATENED IN WRITING, ANY AUDITS, EXAMINATIONS, INVESTIGATIONS OR
OTHER PROCEEDINGS IN RESPECT OF MATERIAL TAXES WITH RESPECT TO THE COORS
BUSINESS.
THERE ARE NO UNRESOLVED PROPOSED, OR TO CBC'S KNOWLEDGE, THREATENED
TAX CLAIMS, ASSESSMENTS OR REASSESSMENTS WITH RESPECT TO THE COORS BUSINESS
THAT, IF UPHELD, WOULD, INDIVIDUALLY OR IN THE AGGREGATE, REASONABLY BE EXPECTED
TO BE MATERIAL TO THE COORS BUSINESS.
(III)
THERE ARE NO LIENS FOR ANY TAXES UPON ASSETS
THAT ARE MOLSON COORS CONTRIBUTIONS, OTHER THAN STATUTORY LIENS FOR TAXES NOT
YET DUE AND PAYABLE AND LIENS FOR TAXES CONTESTED IN GOOD FAITH FOR WHICH
ADEQUATE RESERVES HAVE BEEN ESTABLISHED IN THE COORS FINANCIAL INFORMATION. NO
WRITTEN CLAIM HAS BEEN MADE BY