Common use of Exchanges of Debentures Clause in Contracts

Exchanges of Debentures. (a) Subject to Section 3.2 and Section 3.7, Debentures in any authorized form or denomination, other than Debentures represented by a Global Certificate, may be exchanged, upon reasonable notice, for Debentures in any other authorized form or denomination. To the extent any Debenture tendered for exchange bears the restricted legend provided for in Section 2.6(e), subject to the following sentence, any Debenture issued in exchange therefor shall bear such legend. Any Debenture evidenced by definitive certificates bearing the legends set forth in Section 2.6(e) herein may be exchanged by the holder thereof for beneficial interests represented by a Global Certificate if the holder of such Debentures delivers a certificate substantially in the form of Schedule B.2 to this Indenture and, if requested by the Debenture Trustees or the Issuer, an opinion of counsel in a form reasonably satisfactory to the Debenture Trustees or the Issuer, as applicable, following which the beneficial interests in such Debentures shall be registered in, and transfers and pledges of such Debentures shall be made through, the book-based system in accordance with Section 2.5 of this Indenture. (b) In respect of exchanges of Debentures permitted by Section 3.6(a), Debentures may be exchanged only at the principal office of the Canadian Debenture Trustee in the City of Montreal, Québec or at such other place or places and at such other place or places as may from time to time be designated by the Issuer with the approval of the Debenture Trustees. Any Debentures tendered for exchange shall be surrendered to the Debenture Trustees. The Issuer shall execute and the Debenture Trustees shall certify all Debentures necessary to carry out exchanges as aforesaid. All Debentures surrendered for exchange shall be cancelled. (c) Debentures issued in exchange for Debentures which at the time of such issue have been selected or called for redemption at a later date shall be deemed to have been selected or called for redemption in the same manner and shall have noted thereon a statement to that effect, provided that: (i) Debentures which have been selected or called for redemption may not be exchanged for Debentures of larger denominations; and (ii) if a Debenture that has been selected or called for redemption in part is presented for exchange for Debentures of smaller denominations, the Debenture Trustees shall designate, as they may deem equitable, particular Debentures of those issued in exchange, which shall be deemed to have been selected or called for redemption, in whole or in part, and the Debenture Trustees shall note on such Debentures a statement to that effect.

Exchanges of Debentures. (a1) Subject to Section 3.2 2.13 and Section 3.72.19, Certificated Debentures in any authorized form or denomination, other than Debentures represented by a Global Certificate, may be exchanged, upon reasonable notice, exchanged for Certificated Debentures in any other authorized form or denomination. To , of the extent any Debenture tendered for exchange bears the restricted legend provided for in Section 2.6(e)same series and date of maturity, subject to the following sentence, any Debenture issued in exchange therefor shall bear such legend. Any Debenture evidenced by definitive certificates bearing the legends set forth in Section 2.6(e) herein may be exchanged by same interest rate and of the holder thereof for beneficial interests represented by a Global Certificate if same aggregate principal amount as the holder of such Certificated Debentures delivers a certificate substantially in the form of Schedule B.2 to this Indenture and, if requested by the Debenture Trustees or the Issuer, an opinion of counsel in a form reasonably satisfactory to the Debenture Trustees or the Issuer, as applicable, following which the beneficial interests in such Debentures shall be registered in, and transfers and pledges of such Debentures shall be made through, the book-based system in accordance with Section 2.5 of this Indentureso exchanged. (b2) In respect of exchanges of Certificated Debentures permitted by Section 3.6(a2.18(1), Certificated Debentures of any series may be exchanged only at the principal office of the Canadian Debenture Trustee in the City city of MontrealCalgary, Québec Alberta or at such other place or places places, if any, as may be specified in the Debentures of such series and at such other place or places as may from time to time be designated by the Issuer Corporation with the approval of the Debenture TrusteesTrustee. Any Certificated Debentures tendered for exchange shall be surrendered to the Debenture TrusteesTrustee. The Issuer Corporation shall execute and the Debenture Trustees Trustee shall certify Authenticate all Certificated Debentures necessary to carry out exchanges as aforesaid. All Certificated Debentures surrendered for exchange shall be cancelled. (c3) Debentures issued in exchange for Debentures which at the time of such issue have been selected or called for redemption at a later date shall be deemed to have been selected or called for redemption in the same manner and shall have noted thereon a statement to that effect, provided that:. (4) Transfers of beneficial ownership of any Uncertificated Debenture will be effected only (i) Debentures which have been selected with respect to the interest of a Depositary Participant, through records maintained by the Depositary or called its nominee for redemption may not be exchanged for Debentures of larger denominations; and such Debentures, and (ii) if with respect to the interest of any Person other than a Debenture that has been selected or called for redemption in part is presented for exchange for Debentures of smaller denominations, the Debenture Trustees shall designate, as they may deem equitable, particular Debentures of those issued in exchange, which shall be deemed to have been selected or called for redemption, in whole or in part, and the Debenture Trustees shall note on such Debentures a statement to that effectParticipant through records maintained by Depositary Participants.

Exchanges of Debentures. (a1) Subject Except as herein otherwise provided, in every case of exchange of Debentures of any denomination or form for other Debentures, and for any registration of Debentures, and for any transfer of Debentures, the Trustee or other registrar may make a sufficient charge to Section 3.2 reimburse it for any stamp taxes or governmental charge required to be paid and Section 3.7a reasonable charge for its services and, Debentures in any authorized form or denomination, other than Debentures represented by a Global Certificateaddition, may charge a reasonable charge per Debenture issued upon such exchange, registration or transfer as a condition precedent thereof. (2) Debentures of any denomination may be exchanged, upon reasonable notice, exchanged for Debentures in of any other authorized form denomination or denomination. To the extent any Debenture tendered for exchange bears the restricted legend provided for in Section 2.6(e), subject to the following sentencedenominations, any Debenture issued in such exchange therefor shall bear such legendto be for an equivalent principal amount of Debentures. Any Debenture evidenced by definitive certificates bearing the legends set forth in Section 2.6(e) herein may be exchanged by the holder thereof for beneficial interests represented by a Global Certificate if the holder All exchanges of such Debentures delivers a certificate substantially in the form of Schedule B.2 to this Indenture and, if requested by the Debenture Trustees or the Issuer, an opinion of counsel in a form reasonably satisfactory to the Debenture Trustees or the Issuer, as applicable, following which the beneficial interests in such Debentures shall be registered in, and transfers and pledges of such Debentures shall be made through, the book-based system in accordance with Section 2.5 of this Indenture. (b) In respect of exchanges of Debentures permitted by Section 3.6(a), Debentures may be exchanged only at the principal transfer office of the Canadian Debenture Trustee in the City of MontrealToronto or at the office or offices of such other registrar or registrars, Québec if any, or at such other place office or places and at such other place or places offices of the Trustee, if any, as may from time to time be designated by the Issuer Company, with the approval of the Debenture TrusteesTrustee, for such purpose. Any Debentures tendered for In every case of exchange shall be surrendered to and transfer, the Debenture Trustees. The Issuer shall execute and the Debenture Trustees shall certify all Debentures necessary to carry out exchanges as aforesaid. All or Debentures surrendered for exchange shall be cancelled. (c3) Neither the Company nor the Trustee nor any registrar shall be required (i) to make redemptions, transfers, exchanges, conversions or registrations of Debentures for a period of fifteen (15) business days next preceding any interest payment date; or (ii) to make exchanges of any Debentures during the fifteen (15) business days next preceding any selection by the Trustee of Debentures to be redeemed. Debentures issued in exchange for Debentures which at the time of such issue have been selected or called for redemption at a later date shall be deemed to have been called or selected or called for redemption in the same manner and shall have noted thereon a statement to that effect, provided that: (i) Debentures which have been selected or called for redemption may not be exchanged for Debentures of larger denominations; and (ii) if a Debenture that has been selected or called for redemption in part is presented for exchange for Debentures of smaller denominations, the Debenture Trustees shall designate, as they may deem equitable, particular Debentures of those issued in exchange, which shall be deemed to have been selected or called for redemption, in whole or in part, and the Debenture Trustees shall note on such Debentures a statement to that effect.

Exchanges of Debentures. (a1) Subject to Section 3.2 2.14 and Section 3.72.20, Certificated Debentures in any authorized form or denomination, other than Debentures represented by a Global Certificate, may be exchanged, upon reasonable notice, exchanged for Certificated Debentures in any other authorized form or denomination. To , of the extent any Debenture tendered for exchange bears the restricted legend provided for in Section 2.6(e)same series and date of maturity, subject to the following sentence, any Debenture issued in exchange therefor shall bear such legend. Any Debenture evidenced by definitive certificates bearing the legends set forth in Section 2.6(e) herein may be exchanged by same interest rate and of the holder thereof for beneficial interests represented by a Global Certificate if same aggregate principal amount as the holder of such Certificated Debentures delivers a certificate substantially in the form of Schedule B.2 to this Indenture and, if requested by the Debenture Trustees or the Issuer, an opinion of counsel in a form reasonably satisfactory to the Debenture Trustees or the Issuer, as applicable, following which the beneficial interests in such Debentures shall be registered in, and transfers and pledges of such Debentures shall be made through, the book-based system in accordance with Section 2.5 of this Indentureso exchanged. (b2) In respect of exchanges of Certificated Debentures permitted by Section 3.6(a2.19(1), Certificated Debentures of any series may be exchanged only at the principal office of the Canadian Debenture Trustee in the City city of MontrealCalgary, Québec Alberta or at such other place or places places, if any, as may be specified in the Debentures of such series and at such other place or places as may from time to time be designated by the Issuer Corporation with the approval of the Debenture TrusteesTrustee. Any Certificated Debentures tendered for exchange shall be surrendered to the Debenture TrusteesTrustee. The Issuer Corporation shall execute and the Debenture Trustees Trustee shall certify Authenticate all Certificated Debentures necessary to carry out exchanges as aforesaid. All Certificated Debentures surrendered for exchange shall be cancelled. (c3) Debentures issued in exchange for Debentures which at the time of such issue have been selected or called for redemption at a later date shall be deemed to have been selected or called for redemption in the same manner and shall have noted thereon a statement to that effect, provided that:. (4) Transfers of beneficial ownership of any Uncertificated Debenture will be effected only (i) Debentures which have been selected with respect to the interest of a Depository Participant, through records maintained by the Depository or called its nominee for redemption may not be exchanged for Debentures of larger denominations; and such Debentures, and (ii) if with respect to the interest of any Person other than a Debenture that has been selected or called for redemption in part is presented for exchange for Debentures of smaller denominations, the Debenture Trustees shall designate, as they may deem equitable, particular Debentures of those issued in exchange, which shall be deemed to have been selected or called for redemption, in whole or in part, and the Debenture Trustees shall note on such Debentures a statement to that effectParticipant through records maintained by Depository Participants.

Exchanges of Debentures. (a) Subject to Section Sections 3.1, 3.2 and Section 3.7, Debentures in any authorized form or denomination, other than Debentures represented by a Global CertificateDebentures, may be exchanged, upon reasonable notice, exchanged for Debentures in any other authorized form or denomination. To , of the extent any Debenture tendered for exchange bears the restricted legend provided for in Section 2.6(e)same series and date of maturity, subject to the following sentence, any Debenture issued in exchange therefor shall bear such legend. Any Debenture evidenced by definitive certificates bearing the legends set forth in Section 2.6(e) herein may be exchanged by same interest rate and of the holder thereof for beneficial interests represented by a Global Certificate if same aggregate principal amount as the holder of such Debentures delivers a certificate substantially in the form of Schedule B.2 to this Indenture and, if requested by the Debenture Trustees or the Issuer, an opinion of counsel in a form reasonably satisfactory to the Debenture Trustees or the Issuer, as applicable, following which the beneficial interests in such Debentures shall be registered in, and transfers and pledges of such Debentures shall be made through, the book-based system in accordance with Section 2.5 of this Indentureso exchanged. (b) In respect of exchanges of Debentures permitted by Section 3.6(a), Debentures of any series may be exchanged only at the principal office of the Canadian Debenture Trustee in the City city of MontrealToronto, Québec Ontario or at such other place or places places, if any, as may be specified in the Debentures of such series and at such other place or places as may from time to time be designated by the Issuer Corporation with the approval of the Debenture TrusteesTrustee. Any Debentures tendered for exchange shall be surrendered to the Debenture TrusteesTrustee. The Issuer Corporation shall execute and the Debenture Trustees Trustee shall certify all Debentures necessary to carry out exchanges as aforesaid. All Debentures surrendered for exchange shall be cancelled. (c) In connection with any transfer or exchange of a portion of the beneficial interest in the Restricted 000X Xxxxxx Xxxxxxxxxx represented by Global Debentures, if any, as permitted by Section 3.10, the Trustee shall reflect on its books and records the date and a decrease in the Restricted 144A Global Debentures in an amount equal to the amount to be transferred and remove the U.S. restrictions on transfer for such Restricted 144A Global Debentures, and the Trustee shall reflect the transfer from the Restricted 000X Xxxxxx Xxxxxxxxxx CUSIP number to the non-restricted CUSIP number on its books and records. The Corporation shall execute and the Trustee shall certify all Debentures necessary to carry out exchanges as aforesaid. (d) Debentures issued in exchange for Debentures which at the time of such issue have been selected or called for redemption at a later date shall be deemed to have been selected or called for redemption in the same manner and shall have noted thereon a statement to that effect, provided that: (i) Debentures which have been selected or called for redemption may not be exchanged for Debentures of larger denominations; and (ii) if a Debenture that has been selected or called for redemption in part is presented for exchange for Debentures of smaller denominations, the Debenture Trustees shall designate, as they may deem equitable, particular Debentures of those issued in exchange, which shall be deemed to have been selected or called for redemption, in whole or in part, and the Debenture Trustees shall note on such Debentures a statement to that effect.

Exchanges of Debentures. (a) Subject to Section 3.2 and Section 3.72.19, Debentures in of any authorized form or denomination, other than Debentures represented by a Global Certificate, denomination may be exchanged, upon reasonable notice, exchanged for Debentures in of any other authorized form or denomination. To denomination of the extent any Debenture tendered for exchange bears the restricted legend provided for in Section 2.6(e)same series, subject to the following sentenceaggregate principal amount, any Debenture issued in exchange therefor shall bear such legend. Any Debenture evidenced by definitive certificates bearing the legends set forth in Section 2.6(e) herein may be exchanged by the holder thereof for beneficial interests represented by a Global Certificate if the holder date of such Debentures delivers a certificate substantially in the form of Schedule B.2 to this Indenture and, if requested by the Debenture Trustees or the Issuer, an opinion of counsel in a form reasonably satisfactory to the Debenture Trustees or the Issuer, as applicable, following which the beneficial interests in such Debentures shall be registered inmaturity, and transfers and pledges of such same interest rate as the Debentures shall be made through, the book-based system in accordance with Section 2.5 of this Indentureso exchanged. (b) In respect Any exchange of exchanges any series of Debentures permitted by Section 3.6(a), Debentures may be exchanged only made at the principal office offices of the Canadian Debenture Trustee referred to in the City of Montreal, Québec or at such other place or places and at such other place or places as may from time to time be designated by the Issuer with the approval of the Debenture TrusteesSection 2.12. Any Debentures tendered for exchange shall be surrendered to the Debenture TrusteesTrustee. The Issuer Corporation shall execute and the Debenture Trustees Trustee shall certify all Debentures necessary to carry out exchanges as aforesaid. All Debentures debentures surrendered for exchange shall be cancelled. (c) Debentures issued in exchange for Debentures which at the time of such issue have been selected or called for redemption at a later date shall be deemed to have been selected or called for redemption in the same manner and shall have noted thereon a statement to that effect. (d) Except as herein otherwise provided, provided thatupon any exchange of Debentures the Trustee may make a sufficient charge to reimburse it for any stamp or security transfer taxes or other governmental charge required to be paid and, in addition, a reasonable charge for its services, and payment of the said charge shall be made by the party requesting such transfer as a condition precedent thereto. Notwithstanding the foregoing, no charge shall be made to a Debentureholder hereunder: (i) Debentures which have for any exchange of any interim or temporary Debenture that has been selected or called issued under Section 2.8 for redemption may not be exchanged for Debentures of larger denominationsa definitive Debenture; andor (ii) if for any exchange of any Debenture resulting from a Debenture that has been selected or called for partial redemption in part is presented for exchange for Debentures of smaller denominations, the Debenture Trustees shall designate, as they may deem equitable, particular Debentures of those issued in exchange, which shall be deemed to have been selected or called for redemption, in whole or in part, and the Debenture Trustees shall note on such Debentures a statement to that effectunder Section 5.2.

Exchanges of Debentures. ‌ (a1) Subject to Section 3.2 2.14 and Section 3.72.20, Certificated Debentures in any authorized form or denomination, other than Debentures represented by a Global Certificate, may be exchanged, upon reasonable notice, exchanged for Certificated Debentures in any other authorized form or denomination. To , of the extent any Debenture tendered for exchange bears the restricted legend provided for in Section 2.6(e)same series and date of maturity, subject to the following sentence, any Debenture issued in exchange therefor shall bear such legend. Any Debenture evidenced by definitive certificates bearing the legends set forth in Section 2.6(e) herein may be exchanged by same interest rate and of the holder thereof for beneficial interests represented by a Global Certificate if same aggregate principal amount as the holder of such Certificated Debentures delivers a certificate substantially in the form of Schedule B.2 to this Indenture and, if requested by the Debenture Trustees or the Issuer, an opinion of counsel in a form reasonably satisfactory to the Debenture Trustees or the Issuer, as applicable, following which the beneficial interests in such Debentures shall be registered in, and transfers and pledges of such Debentures shall be made through, the book-based system in accordance with Section 2.5 of this Indenture.so exchanged.‌ (b2) In respect of exchanges of Certificated Debentures permitted by Section 3.6(a2.19(1), Certificated Debentures of any series may be exchanged only at the principal office of the Canadian Debenture Trustee in the City city of MontrealCalgary, Québec Alberta or at such other place or places places, if any, as may be specified in the Debentures of such series and at such other place or places as may from time to time be designated by the Issuer Corporation with the approval of the Debenture TrusteesTrustee. Any Certificated Debentures tendered for exchange shall be surrendered to the Debenture TrusteesTrustee. The Issuer Corporation shall execute and the Debenture Trustees Trustee shall certify Authenticate all Certificated Debentures necessary to carry out exchanges as aforesaid. All Certificated Debentures surrendered for exchange shall be cancelled. (c3) Debentures issued in exchange for Debentures which at the time of such issue have been selected or called for redemption at a later date shall be deemed to have been selected or called for redemption in the same manner and shall have noted thereon a statement to that effect, provided that:. (4) Transfers of beneficial ownership of any Uncertificated Debenture will be effected only (i) Debentures which have been selected with respect to the interest of a Depositary Participant, through records maintained by the Depositary or called its nominee for redemption may not be exchanged for Debentures of larger denominations; and such Debentures, and (ii) if with respect to the interest of any Person other than a Debenture that has been selected or called for redemption in part is presented for exchange for Debentures of smaller denominations, the Debenture Trustees shall designate, as they may deem equitable, particular Debentures of those issued in exchange, which shall be deemed to have been selected or called for redemption, in whole or in part, and the Debenture Trustees shall note on such Debentures a statement to that effectParticipant through records maintained by Depositary Participants.