Common use of Book-Based System Clause in Contracts

Book-Based System. 2.9.1 Subject to Section 2.11, Warrants shall be issued in Book-Entry Only Form and shall be represented by one or more fully-registered permanent global Warrant certificates in the form of the certificate set out in Schedule "A" hereto together with the legend provided for in Subsection 2.9.2 (the "Global Certificates"). The Global Certificate(s) shall be held by, or on behalf of, the Depository as depository for the Participants and shall be registered in the name of "CDS & CO." (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). 2.9.2 The Global Certificate(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: "UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN DEPOSITORY FOR SECURITIES LIMITED ("CDS") TO THE CORPORATION OR THE WARRANT AGENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT TO AN ISSUE SPECIFIC LETTER OF REPRESENTATION OF THE CORPORATION TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME."

Appears in 2 contracts

Samples: Warrant Agreement (Domtar Inc /Canada), Warrant Agreement (Domtar Inc /Canada)

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Book-Based System. 2.9.1 Subject to Section 2.11, Warrants shall (1) Debentures will be issued in as Book-Entry Only Form Debentures and shall will be represented by one or more fully-registered permanent global Warrant certificates in the form of the certificate set out in Schedule "A" hereto Global Debentures together with the legend provided for in Subsection 2.9.2 (the "Global Certificates"Section 2.07(2). The Global Certificate(s) shall Debentures will be held by, or on behalf of, the Depository as depository for of the Participants in the Book-Based System and shall will be registered in the name of "CDS & CO." Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). 2.9.2 (2) The Global Certificate(s) shall Debentures will bear a legend in substantially the following form subject to modification as required by the Depository: "UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN DEPOSITORY FOR SECURITIES LIMITED ("CDS") TO THE CORPORATION OR THE WARRANT AGENTTRUSTEE FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT TO AN ISSUE SPECIFIC A MASTER LETTER OF REPRESENTATION OF THE CORPORATION TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME."” (3) Subject to the terms of any agreement between the Corporation and CDS or other Depositary, beneficial holders of the Debenture will have no right to receive definitive Debentures.

Appears in 2 contracts

Samples: First Supplemental Indenture (Stelco Inc /Fi), First Supplemental Indenture (Stelco Inc /Fi)

Book-Based System. 2.9.1 Subject to Section 2.11, Warrants (a) The Debentures shall be issued in as Book-Entry Only Form Debentures and shall be represented by one or more fully-registered permanent global Warrant security certificates in the form of the certificate set out in Schedule "A" hereto together with the legend provided for in Subsection 2.9.2 section 2.11(b) (the "Global Certificates"Debenture(s)”). The Global Certificate(sDebenture(s) shall be held by, or on behalf of, the Depository as depository for of the Participants in the Book-Based System and shall be registered in the name of "CDS & CO." Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). No Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Corporation determines to terminate the Book-Entry Only Debentures. 2.9.2 (b) The Global Certificate(sDebenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: "UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN CDS CLEARING AND DEPOSITORY FOR SECURITIES LIMITED SERVICES INC. ("CDS") TO STUDENT TRANSPORTATION INC. (THE CORPORATION “ISSUER”) OR THE WARRANT AGENTITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN A PROPERTY INTEREST HEREIN. IN THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREIN AND IT IS SUBJECT A VIOLATION OF ITS RIGHTS FOR ANOTHER PERSON TO AN ISSUE SPECIFIC LETTER OF REPRESENTATION OF THE CORPORATION TO CDSHOLD, AS SUCH LETTER MAY BE REPLACED TRANSFER OR AMENDED FROM TIME TO TIME."DEAL WITH THIS CERTIFICATE”

Appears in 2 contracts

Samples: Indenture (Student Transportation Inc.), Indenture (Student Transportation Inc.)

Book-Based System. 2.9.1 Subject to Section 2.11(a) In the event that all of the Outstanding Definitive Debentures are registered in the name of “CDS & Co.” or “Cede & Co.”, Warrants shall be issued the Trustee may issue, in Book-Entry Only Form and shall be represented by replacement of the Definitive Debentures, one or more fully-registered permanent global Warrant security certificates in the form of the certificate set out in Schedule "A" 2.2 hereto together with the legend provided for in Subsection 2.9.2 subsection (b) (in the case of Canadian Debentures) or (c) (in the case of U.S. Debentures) and section 2.20, as applicable (the "Global Certificates"Debenture(s)”). The Global Certificate(sDebenture(s) shall be held by, or on behalf of, the applicable Depository as depository for of the Participants in the Book-Based System for such Depository and shall be registered in the name of "CDS & CO." Co.” (in the case of Canadian Debentures) or “Cede & Co.” (in the case of U.S. Debentures), or such other name names as the applicable Depository may use from time to time as its nominee for the purposes of the its Book-Based System. In the event that all of the Outstanding Debentures are registered in the name of “CDS & Co.” (in the case of Canadian Debentures) or “Cede & Co.” (in the case of U.S. Debentures), no Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Issuer determines to terminate the Book-Entry Only Debentures. Where all of the Outstanding Definitive Debentures are represented by a Global Debenture, the Debentures represented thereby shall be deemed for the purposes hereof to have been issued as Book-Entry Only Debentures. 2.9.2 (b) The Global Certificate(sDebenture(s) representing Canadian Debentures shall bear a legend in substantially the following form subject to modification as required by the DepositoryCDS: "UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN CDS CLEARING AND DEPOSITORY FOR SECURITIES SERVICES INC. (“CDS”) TO BLACKBERRY LIMITED ("CDS"THE “ISSUER”) TO THE CORPORATION OR THE WARRANT AGENTITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT ISSUED PURSUANT TO AN ISSUE SPECIFIC A MASTER LETTER OF REPRESENTATION REPRESENTATIONS OF THE CORPORATION ISSUER TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME."” (c) The Global Debenture(s) representing U.S. Debentures shall bear a legend in substantially the following form subject to modification as required by DTC:

Appears in 1 contract

Samples: Subscription Agreement (Fairfax Financial Holdings LTD/ Can)

Book-Based System. 2.9.1 Subject to Section 2.11, Warrants 2.11.1 The Debentures shall be issued in as Book-Entry Only Form Debentures and shall be represented by one or more fully-registered permanent global Warrant security certificates in the form of the certificate set out in Schedule "A" hereto together with the legend provided for in Subsection 2.9.2 subsection 2.11.2 and subsection 2.19, as applicable (the "Global Certificates"Debenture(s)”). The Global Certificate(sDebenture(s) shall be held by, or on behalf of, the Depository as depository for of the Participants in the Book-Based System and shall be registered in the name of "CDS & CO." Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). No Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Company determines to terminate the Book-Entry Only Debentures. 2.9.2 2.11.2 The Global Certificate(sDebenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: "UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN DEPOSITORY FOR SECURITIES LIMITED ("CDS") TO THE CORPORATION COMPANY OR THE WARRANT AGENTITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT ISSUED PURSUANT TO AN ISSUE SPECIFIC A MASTER LETTER OF REPRESENTATION REPRESENTATIONS OF THE CORPORATION COMPANY TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME."

Appears in 1 contract

Samples: Indenture (Alamos Gold Inc)

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Book-Based System. 2.9.1 Subject to Section 2.11(a) In the event that all of the Outstanding Definitive Debentures are registered in the name of “CDS & Co.”, Warrants shall be issued the Trustee may issue, in Book-Entry Only Form and shall be represented by replacement of the Definitive Debentures, one or more fully-registered permanent global Warrant security certificates in the form of the certificate set out in Schedule "A" 2.2 hereto together with the legend provided for in Subsection 2.9.2 subsection (b) and section 2.20, as applicable (the "Global Certificates"Debenture(s)”). The Global Certificate(sDebenture(s) shall be held by, or on behalf of, the Depository as depository for of the Participants in the Book-Based System and shall be registered in the name of "CDS & CO." Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). In the event that all of the Outstanding Debentures are registered in the name of “CDS & Co.”, no Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Issuer determines to terminate the Book-Entry Only Debentures. Where all of the Outstanding Definitive Debentures are represented by a Global Debenture, the Debentures represented thereby shall be deemed for the purposes hereof to have been issued as Book-Entry Only Debentures. 2.9.2 (b) The Global Certificate(sDebenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: "UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN CDS CLEARING AND DEPOSITORY FOR SECURITIES LIMITED SERVICES INC. ("CDS") TO [—] (THE CORPORATION “ISSUER”) OR THE WARRANT AGENTITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT ISSUED PURSUANT TO AN ISSUE SPECIFIC A MASTER LETTER OF REPRESENTATION REPRESENTATIONS OF THE CORPORATION ISSUER TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME."

Appears in 1 contract

Samples: Subscription Agreement (Fairfax Financial Holdings LTD/ Can)

Book-Based System. 2.9.1 Subject to Section 2.11(a) In the event that all of the Outstanding Definitive Debentures are registered in the name of “CDS & Co.”, Warrants shall be issued the Trustee may issue, in Book-Entry Only Form and shall be represented by replacement of the Definitive Debentures, one or more fully-registered permanent global Warrant security certificates in the form of the certificate set out in Schedule "A" 2.2 hereto together with the legend provided for in Subsection 2.9.2 subsection (b) and section 2.20, as applicable (the "Global Certificates"Debenture(s)”). The Global Certificate(sDebenture(s) shall be held by, or on behalf of, the Depository as depository for of the Participants in the Book-Based System and shall be registered in the name of "CDS & CO." Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). In the event that all of the Outstanding Debentures are registered in the name of “CDS & Co.”, no Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Issuer determines to terminate the Book-Entry Only Debentures. Where all of the Outstanding Definitive Debentures are represented by a Global Debenture, the Debentures represented thereby shall be deemed for the purposes hereof to have been issued as Book-Entry Only Debentures. 2.9.2 (b) The Global Certificate(sDebenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: "UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN CDS CLEARING AND DEPOSITORY FOR SECURITIES SERVICES INC. (“CDS”) TO BLACKBERRY LIMITED ("CDS"THE “ISSUER”) TO THE CORPORATION OR THE WARRANT AGENTITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT ISSUED PURSUANT TO AN ISSUE SPECIFIC A MASTER LETTER OF REPRESENTATION REPRESENTATIONS OF THE CORPORATION ISSUER TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME."

Appears in 1 contract

Samples: Indenture (Fairfax Financial Holdings LTD/ Can)

Book-Based System. 2.9.1 Subject to Section 2.11, Warrants 2.12.1 The Debentures shall initially be issued in as Book-Entry Only Form Debentures and shall be represented by one or more fully-registered permanent global Warrant security certificates in the form of the certificate set out in Schedule "A" hereto together with the legend provided for in Subsection 2.9.2 subsection 2.12.2 and subsection 2.20, as applicable (the "Global Certificates"Debenture(s)”). The Global Certificate(sDebenture(s) shall be held by, or on behalf of, the Depository as depository for of the Participants in the Book-Based System and shall be registered in the name of "CDS “CEDE & CO." Co.” as the nominee of the Depository (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). No Beneficial Holder will receive Definitive Debentures representing its beneficial ownership in Debentures unless the Company determines to terminate the use of the Book-Based System with respect to the Debentures, or as otherwise provided in subsection 2.15.3. 2.9.2 2.12.2 The Global Certificate(sDebenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: "UNLESS THIS CERTIFICATE SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE A GLOBAL SECURITY WITHIN THE MEANING OF THE CANADIAN DEPOSITORY FOR SECURITIES LIMITED ("CDS") INDENTURE HEREINAFTER REFERRED TO THE CORPORATION OR THE WARRANT AGENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & COA DEPOSITORY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN SUCH OTHER PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFULOTHER THAN SUCH DEPOSITORY OR A NOMINEE THEREOF, SINCE EXCEPT IN CIRCUMSTANCES DESCRIBED IN THE REGISTERED HOLDER HEREOFINDENTURE.” 2.12.3 If the Debentures cease to be held and/or traded in the Depository’s Book-Based System, CDS & COthe Company covenants and agrees that it shall use reasonable efforts to make such other book entry arrangements that it determines are reasonable for the Debentures., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT TO AN ISSUE SPECIFIC LETTER OF REPRESENTATION OF THE CORPORATION TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME."

Appears in 1 contract

Samples: Indenture (Golden Star Resources LTD)

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