Forms of Certification. 35 SECTION 3.12. Judgments...................................... 35 ARTICLE FOUR REDEMPTION OF SECURITIES SECTION 4.01. Applicability of Article....................... 36
Forms of Certification. EXHIBIT A
Forms of Certification. (a) Except as otherwise specified as contemplated by Section 301, whenever any provision of this Indenture contemplates that certification be given by a beneficial owner of a portion of the Temporary Global Bearer Security, such certification shall be provided substantially in the form of all the following certificate, with only such changes as shall be approved by the Issuer and the Guarantor: "CERTIFICATE DIAGEO FINANCE B.V. Issuer [Title of Securities] Guaranteed as to Payment of Principal, Premium (if any) and Interest by DIAGEO PLC This is to certify that as of the date hereof, and except as set forth below, the above-captioned Securities held by you for our account (i) are owned by person(s) that are not citizens or residents of the United States, domestic partnerships, domestic corporations or any estate or trust the income of which is subject to United States Federal income taxation regardless of its source ("United States person(s)"), (ii) are owned by United States person(s) that (a) are foreign branches of United States financial institutions (as defined in U.S. Treasury Regulations Section 1.165-12(c)(1)(v)) ("financial institutions") purchasing for their own account or for resale, or (b) acquired the Securities through foreign branches of United States financial institutions and who hold the Securities through such United States financial institutions on the date hereof (and in either case (a) or (b), each such United States financial institution hereby agrees, on its own behalf or through its agent, that you may advise the Issuer and the Guarantor or its or their agent that it will comply with the requirements of Section 165(j)(3)(A), (B) or
Forms of Certification. ...EXHIBIT A INDENTURE, dated as of ______ __, 2002 between ENCANA CORPORATION, a corporation duly organized and existing under the laws of Canada (herein called the "COMPANY"), having its principal office at 1800, 855 - 2nd Street S.W., P.O. Box 2850, Calgary, Alberta T2P 2S5, and THX XXXX XX XXX XXXX, x Xxx Xxxx Xxxxxxxxxxx, xx xxxxxxx (xxxxxx called the "TRUSTEE").
Forms of Certification. Unless otherwise provided pursuant to Section 3.01: (i) Whenever any provision of this Indenture or the forms of Securities contemplate that certification be given by a Person entitled to receive a Bearer Security, such certification shall be provided substantially in the form of Exhibit A hereto, with only such changes as shall be approved by the Company. (ii) Whenever any provision of this Indenture or the forms of Securities contemplate that certification be given by Euroclear and CEDEL S.A. in connection with the exchange of a portion of a temporary Global Security, such certification shall be provided substantially in the form of Exhibit B hereto, with only such changes as shall be approved by the Company. (iii) Whenever any provision of the Indenture or the forms of Securities contemplate that certification be given by Euroclear and CEDEL S.A. in connection with payment of interest with respect to a temporary Global Security prior to the related Global Exchange Date, such certification shall be provided substantially in the form of Exhibit C hereto, with only such changes as shall be approved by the Company. (iv) Whenever any provision of the Indenture or the forms of Securities contemplate that certification be given by a beneficial owner of a portion of a temporary Global Security in connection with payment of interest with respect to a temporary Global Security prior to the related Global Exchange Date, such certification shall be provided substantially in the form of Exhibit D hereto, with only such changes as shall be approved by the Company. SECTION 3.12. Judgments The Company may provide, pursuant to Section 3.01, for the Securities of any series that, to the fullest extent possible under applicable law and except as may otherwise be specified as contemplated in Section 3.01, (a) the obligation, if any, of the Company to pay the principal of (and premium, if any) and interest of the Securities of any series and any appurtenant coupons in a Foreign Currency, composite currency or Dollars (the "Designated Currency") as may be specified pursuant to Section 3.01 is of the essence and agrees that judgments in respect of such Securities shall be given in the Designated Currency; (b) the obligation of the Company to 26
Forms of Certification. EXHIBIT A INDENTURE, dated as of ______________, ______between IMAX CORPORATION, a corporation duly organized and existing under the laws of Canada (herein called the "Company"), having its principal office at 0000 Xxxxxxxx Xxxxx, Mississauga, Ontario L5K 1B1, and __________________________, a _______________ duly organized and existing under the laws of __________________, as trustee (herein called the "Trustee").
Forms of Certification. A-1-1 THIS INDENTURE, dated as of January 1, 1996, is between BERGEN XXXXXXXX CORPORATION, a New Jersey corporation having offices at 0000 Xxxxxxxxxxxx Xxxxx, Xxxxxx, Xxxxxxxxxx 00000-0000(herein called the "Company"), and CHEMICAL TRUST COMPANY OF CALIFORNIA, as Trustee (herein called the "Trustee").
Forms of Certification. 34 SECTION 3.12. Judgments...................................... 35 ARTICLE FOUR REDEMPTION OF SECURITIES SECTION 4.01. Applicability of Article....................... 35 SECTION 4.02. Election to Redeem; Notice to Trustee.......... 35 SECTION 4.03. Selection by Security Registrar of Securities to be Redeemed................................ 36 SECTION 4.04. Notice of Redemption........................... 36 SECTION 4.05. Deposit of Redemption Price.................... 37 SECTION 4.06. Securities Payable on Redemption Date.......... 37 SECTION 4.07. Securities Redeemed in Part.................... 37 SECTION 4.08. Redemption Suspended During Event of Default... 37
Forms of Certification. 46 Section 3.14 Standby Purchase Agreements ............................. 49
Forms of Certification. (1) Whenever any provision of this Indenture contemplates that certification be given by a beneficial owner of a portion of the Temporary Regulation S Security, such certification shall be provided substantially in the form of the following certificate, with only such changes as shall be approved by the Company: CERTIFICATE PETROBRAS INTERNATIONAL FINANCE COMPANY Company [Title of Securities] This is to certify that as of the date hereof, and except as set forth below, the above-captioned Securities held by you for our account (i) are owned by person(s) that are not citizens or residents of the United States, domestic partnerships, domestic corporations or any estate or trust the income of which is subject to United States Federal income taxation regardless of its source ("United States person(s)"), (ii) are owned by United States person(s) that (a) are foreign branches of United States financial institutions (as defined in U.S. Treasury Regulations Section 1.165-l2(c)(l)(v)) ("financial institutions") purchasing for their own account or for resale, or (b) acquired the Securities through foreign branches of United States financial institutions and who hold the Securities through such United States financial institutions on the date hereof (and in either case (a) or (b), each such United States financial institution hereby agrees, on its own behalf or through its agent, that you may advise the Company or its agent that it will comply with the requirements of Section 165(j)(3)(A), (B) or (C) of the Internal Revenue Code of 1986, as amended, and the regulations thereunder), or (iii) are owned by United States or foreign financial institutions for purposes of resale during the restricted period (as defined in U.S. Treasury Regulations Section 1.163-5(c)(2)(i)(D)(7)) and, in addition, if the owner of the Securities is a United States or foreign financial institution described in Clause (iii) above (whether or not also described in Clause (i) or (ii)) this is to further certify that such financial institution has not acquired the Securities for purposes of resale directly or indirectly to a United States person or to a person within the United States or its possessions.
