Common use of Issuance in Series Clause in Contracts

Issuance in Series. (a) Notes may be issued in one or more series from time to time pursuant to this Indenture and Supplemental Indentures delivered in accordance with the terms of this Indenture. The Notes of each series (i) will have such designation, (ii) may be subject to a limitation of the maximum principal amount authorized for issuance, (iii) will be issued in such denominations, (iv) may be purchased and payable as to principal, premium (if any) and interest at such place or places and in such currency or currencies, (v) will bear such date or dates and mature on such date or dates, (vi) will indicate the portion (if less than all of the principal amount) of such Notes to be payable on declaration of acceleration of Maturity, (vii) will bear interest at such rate or rates (which may be fixed or variable) payable on such date or dates, (viii) may contain mandatory or optional redemption or sinking fund provisions, including the period or periods within which, the price or prices at which and the terms and conditions upon which the Notes may be redeemed or purchased at the option of the Issuer or otherwise, (ix) may contain conversion or exchange terms, (x) will indicate the percentage of the principal amount (including any premium) at which Notes may be issued or redeemed, (xi) will set out each office or agency at which the principal of, premium (if any) and interest on the Notes will be payable, and the addresses of each office or agency at which the Notes may be presented for registration of transfer or exchange, (xii) may contain covenants and events of default in addition to or in substitution for the covenants contained herein and the Events of Default, (xiii) may contain additional legends and/or provisions relating to the transfer and exchange of Notes in addition to those provided for herein, and (xiv) may contain such other provisions, not inconsistent with the provisions of this Indenture, as may be set forth in a Board Resolution passed at or before the time of the issue of the Notes of such series and such other provisions (to the extent as the Board of Directors may deem appropriate) as are contained in the Notes of such series. The execution by the Issuer of the Notes of such series and the delivery thereof to the Trustee for authentication will be conclusive evidence of the inclusion of the provisions authorized by this subsection.

Issuance in Series. (a) Notes Debt Securities may be issued in one or more series from time to time pursuant to this Indenture and Supplemental Indentures delivered in accordance with the terms of this Indenture. The Notes Debt Securities of each series (ia) will have such designation, (iib) may be subject to a limitation of the maximum principal amount authorized for issuance, (iiic) will be issued in such denominations, (ivd) may be purchased and payable as to principal, premium Premium (if any) and interest at such place or places and in such currency or currencies, (ve) will bear such date or dates and mature on such date or dates, (vif) will indicate the portion (if less than all of the principal amount) of such Notes Debt Securities to be payable on declaration of acceleration of Maturity, (viig) will bear interest at such rate or rates (which may be fixed or variable) payable on such date or dates, (viiih) may contain mandatory or optional redemption or sinking fund provisions, including the period or periods within which, the price or prices at which and the terms and conditions upon which the Notes Debt Securities may be redeemed or purchased at the option of the Issuer Baytex or otherwise, (ixi) may contain conversion or exchange terms, (xj) will indicate the percentage of the principal amount (including any premiumPremium) at which Notes Debt Securities may be issued or redeemed, (xik) will set out each office or agency at which the principal of, premium Premium (if any) and interest on the Notes Debt Securities will be payable, and the addresses of each office or agency at which the Notes Debt Securities may be presented for registration of transfer or exchange, (xiil) may contain covenants and events of default in addition to or in substitution for the covenants contained herein and the Events of Default, (xiii) may contain additional legends and/or provisions relating to the transfer and exchange of Notes in addition to those provided for herein, and (xivm) may contain such other provisions, not inconsistent with the provisions of this Indenture, as may be set forth in a Board Resolution passed at or before the time of the issue of the Notes Debt Securities of such series and such other provisions (to the extent as the Board of Directors may deem appropriate) as are contained in the Notes Debt Securities of such series. The execution by the Issuer Baytex of the Notes Debt Securities of such series and the delivery thereof to the Indenture Trustee for authentication certification will be conclusive evidence of the inclusion of the provisions authorized by this subsection.. All Debt Securities of any one series will be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to the Supplemental Indenture. Not all Debt Securities of any one series need to be issued at the same time, and, unless otherwise provided, additional Debt Securities of a series may be issued from time to time, at the option of Baytex without the consent of any Debtholder. Before the creation of any series of Debt Securities, Baytex will execute and deliver to the Indenture Trustee a Supplemental Indenture for the purpose of establishing the terms of such series of Debt Securities and the forms and denominations in which they may be issued, together with a Board Resolution authorizing the issuance of any such Debt Securities. The Indenture Trustee will execute and deliver such Supplemental Indenture pursuant to Article 11. Whenever any series of Debt Securities has been authorized, Debt Securities in such series may from time to time be executed by Baytex and delivered to the Indenture Trustee and, subject to Section 2.4, will be certified and delivered by the Indenture Trustee to or to the order of Baytex upon receipt by the Indenture Trustee of:

Issuance in Series. (a) Notes may be issued in one or more series from time to time pursuant to this Indenture and Supplemental Indentures delivered in accordance with the terms of this Indenture. The Notes of each series (i) will have such designation, (ii) may be subject to a limitation of the maximum principal amount authorized for issuance, (iii) will be issued in such denominations, (iv) may be purchased and payable as to principal, premium (if any) and interest at such place or places and in such currency or currencies, (v) will bear such date or dates and mature on such date or dates, (vi) will indicate the portion (if less than all of the principal amount) of such Notes to be payable on declaration of acceleration of Stated Maturity, (vii) will bear interest at such rate or rates (which may be fixed or variable) payable on such date or dates, (viii) may contain mandatory or optional redemption or sinking fund provisions, including the period or periods within which, the price or prices at which and the terms and conditions upon which the Notes may be redeemed or purchased at the option of the Issuer or otherwise, (ix) may contain conversion or exchange terms, (x) will indicate the percentage of the principal amount (including any premium) at which Notes may be issued or redeemed, (xi) will set out each office or agency at which the principal of, premium (if any) and interest on the Notes will be payable, and the addresses of each office or agency at which the Notes may be presented for registration of transfer or exchange, (xii) may contain covenants and events of default in addition to or in substitution for the covenants contained herein and the Events of Default, (xiii) may contain additional legends and/or provisions relating to the transfer and exchange of Notes in addition to those provided for herein, and (xiv) may contain such other provisions, not inconsistent with the provisions of this Indenture, as may be set forth in a Board Resolution passed at or before the time of the issue of the Notes of such series and such other provisions (to the extent as the Board of Directors may deem appropriate) as are contained in the Notes of such series. The execution by the Issuer of the Notes of such series and the delivery thereof to the Trustee for authentication will be conclusive evidence of the inclusion of the provisions authorized by this subsection.

Issuance in Series. (a) Notes may be issued in one or more series from time to time pursuant to this Indenture and Supplemental Indentures delivered in accordance with the terms of this IndentureSeries. The Notes of each series (i) will have such designation, (ii) may Series shall be subject to a limitation of the maximum principal amount authorized for issuance, (iii) will be issued designated in such denominationsmanner, (iv) may be purchased and payable as to principal, premium (if any) and interest at such place or places and in such currency or currencies, (v) will shall bear such date or dates and mature on such date or dates, (vi) will indicate the portion (shall bear interest, if less than all of the principal amount) of such Notes to be payable on declaration of acceleration of Maturityany, (vii) will bear interest at such rate or rates (which may be fixed or variable) accruing from and payable on such date or dates, (viii) may be issued at such times and in such denominations, may be redeemable before maturity in such manner and subject to payment of such Premium, may be payable as to principal, interest and Premium at such place or places and in such currency or currencies, may be payable as to principal, interest and Premium in Securities of the Corporation or any other Person, may provide for such mandatory redemption, sinking fund or other analogous repayment obligations, may contain mandatory such provisions for the exchange or optional redemption transfer of Notes of different denominations and forms, may have attached thereto or sinking fund provisionsissued therewith Securities entitling the Holders to subscribe for, including purchase or acquire Securities of the period Corporation or periods within whichany other Person upon such terms, may give the price Holders thereof the right to convert Notes into Securities of the Corporation or prices at which and the terms and conditions any other Person upon which the Notes such terms, may be redeemed or purchased defeasible at the option of the Issuer or otherwise, (ix) may contain conversion or exchange Corporation upon such terms, (x) will indicate the percentage of the principal amount (including any premium) at which Notes may be issued or redeemed, (xi) will set out each office or agency at which the principal of, premium (if any) and interest on the Notes will be payable, and the addresses of each office or agency at which the Notes may be presented for registration of transfer or exchange, (xii) may contain covenants and events of default in addition to or in substitution for the covenants contained herein and the Events of Default, (xiii) may contain additional legends and/or provisions relating to the transfer and exchange of Notes in addition to those provided for herein, and (xiv) may contain such other provisions, not inconsistent with the provisions of this Indenture, as may be set forth in determined by the Directors by a Board Resolution resolution passed at or before prior to the time of the issue of the Notes of such series Series and such other provisions (set forth in a Supplemental Indenture pertaining to the extent as the Board of Directors may deem appropriate) as are contained in the Notes of such seriesSeries. The execution by At the Issuer option of the Corporation, the maximum principal amount of Notes of any Series may be limited, such limitation to be expressed in the Supplemental Indenture providing for the issuance of the Notes of such series Series, and any such limitation may be increased at any time by the delivery thereof to the Trustee for authentication will be conclusive evidence Corporation by means of a resolution of the inclusion of the provisions authorized by this subsectionDirectors.

Issuance in Series. (a) Notes may be issued from time to time under this Indenture in one or more series from time Series. The Terms of each such Series shall be established in a Company Order (or alternatively, in one or more supplemental indentures hereto) delivered to time pursuant the Trustee prior to this Indenture and Supplemental Indentures delivered the initial issuance thereof as specified in accordance with Section 4.6. (Any reference herein to a Company Order shall be deemed to include reference to the terms use in the alternative of this Indenturea supplemental indenture.) The related Company Order (or supplemental indenture) shall establish whether the Notes of a Series shall be issued in whole or in part in the form of one or more Global Notes or Definitive Notes. The Notes of each series Series shall be designated in such manner, shall have an issue price (i) will have such designation, (ii) which may be subject to at par, at a limitation of the maximum principal amount authorized for issuancediscount or at a premium), (iii) will be issued in such denominations, (iv) may be purchased and payable as to principal, premium (if any) and interest at such place or places and in such currency or currencies, (v) will shall bear such date or dates and mature on such date or dates, (vi) will indicate the portion (shall bear interest, if less than all of the principal amount) of such Notes to be payable on declaration of acceleration of Maturityany, (vii) will bear interest at such fixed, floating or fixed and floating rate or rates (which may be fixed or variable) accruing from and payable on such date or dates, (viii) may be issued at such times and in such denominations, may be redeemable before maturity in such manner and subject to payment of any premium, may be payable as to principal, interest and premium at such place or places and in such currency or currencies, may be payable as to principal, interest and premium in Securities of the Company or any other Person; may provide for such mandatory redemption, sinking fund or other analogous repayment obligations; may contain mandatory such provisions for the exchange or optional redemption transfer of Notes of different denominations and forms; may have attached thereto or sinking fund provisionsissued therewith Securities entitling the Holders to subscribe for, including purchase or acquire Securities of the period Company or periods within which, any other Person upon such terms; may give the price Holders thereof the right to convert Notes into Securities of the Company or prices at which and the terms and conditions any other Person upon which the Notes such terms; may be redeemed or purchased defeasible at the option of the Issuer or otherwiseCompany; and, (ix) may contain conversion or exchange terms, (x) will indicate the percentage of the principal amount (including any premium) at which Notes may be issued or redeemed, (xi) will set out each office or agency at which the principal of, premium (if any) and interest on the Notes will be payable, and the addresses of each office or agency at which the Notes may be presented for registration of transfer or exchange, (xii) may contain covenants and events of default in addition to or in substitution for the covenants contained herein and the Events of Default, (xiii) may contain additional legends and/or provisions relating to the transfer and exchange of Notes in addition to those provided for herein, and (xiv) may contain such other provisions, not inconsistent with the provisions of this Indenture, as may be set forth in determined by the Directors by a Board Resolution resolution passed at or before prior to the time of the issue of the Notes of such series Series and set forth in a Company Order. At the option of the Company, the maximum principal amount of Notes of any Series may be limited, such other provisions (limitation to the extent as the Board of Directors may deem appropriate) as are contained be expressed in the Notes of such series. The execution by Company Order providing for the Issuer issuance of the Notes of such series Series, and any such limitation may be increased at any time by the delivery thereof to the Trustee for authentication will be conclusive evidence Company by means of a resolution of the inclusion of the provisions authorized by this subsection.Directors. 5799176 v10

Issuance in Series. (a) Notes Debentures may be issued in one or more series from time to time pursuant to this Indenture and Supplemental Indentures delivered in accordance with the terms of this IndentureSeries. The Notes Debentures of each series (i) will have Series shall be designated in such designationmanner, (ii) shall bear such title, date or dates and mature on such date or dates, shall bear interest, if any, at such rate or rates accruing from and payable on such date or dates, may be subject to a limitation of the maximum principal amount authorized for issuance, (iii) will be issued at [A&R INDENTURE_FINCO & BNY CANADA & BNY USA] such times and in such denominations, (iv) may be purchased redeemable before maturity in such manner and subject to payment of such Premium, may be payable as to principal, premium (if any) interest and interest Premium at such place or places and in such currency or currencies, (v) will bear such date or dates may be payable as to principal, interest and mature on such date or dates, (vi) will indicate the portion (if less than all Premium in Securities of the principal amount) Corporation or any other Person, may provide for such mandatory redemption, sinking fund or other analogous repayment obligations, may contain such provisions for the exchange or transfer of Debentures including different denominations and forms, may have attached thereto or issued therewith Securities entitling the Holders to subscribe for, purchase or acquire Securities of the Corporation or any other Person upon such Notes terms, may give the Holders thereof the right to be payable on declaration convert Debentures into Securities of acceleration of Maturitythe Corporation or any other Person upon such terms, (vii) will bear interest at such rate or rates (which may be fixed or variable) payable on such date or dates, (viii) may contain mandatory or optional redemption or sinking fund provisions, including the period or periods within which, the price or prices at which and the terms and conditions upon which the Notes may be redeemed or purchased defeasible at the option of the Issuer or otherwise, (ix) may contain conversion or exchange terms, (x) will indicate the percentage of the principal amount (including any premium) at which Notes may be issued or redeemed, (xi) will set out each office or agency at which the principal of, premium (if any) and interest on the Notes will be payableCorporation, and the addresses of each office or agency at which the Notes may be presented for registration of transfer or exchange, (xii) may contain covenants and events of default in addition to or in substitution for the covenants contained herein and the Events of Default, (xiii) may contain additional legends and/or provisions relating to the transfer and exchange of Notes in addition to those provided for herein, and (xiv) may contain such other provisions, not inconsistent with the provisions of this IndentureIndenture (except as otherwise permitted herein) or applicable law, as may be determined by the Directors by a resolution passed at or prior to the time of issue of the Debentures of such Series and set forth in a Board Resolution passed at or before the time of the issue of the Notes of Term Schedule or, to such series and such other provisions (to the extent as the Board of Directors may deem appropriate) as are contained , in a Supplemental Indenture pertaining to the Debentures of such Series. At the option of the Corporation, the maximum principal amount of Debentures of any Series may be limited, such limitation to be expressed in the Notes Term Schedule or Supplemental Indenture providing for the issuance of the Debentures of such series. The execution Series, and any such limitation may be increased at any time by the Issuer Corporation without the consent of the Notes Debentureholders by means of a resolution of the Directors. If any of the terms of a Series are established by action taken pursuant to a board resolution, a copy of an appropriate record of such series action will be certified by the Secretary or an Assistant Secretary of the Corporation and the delivery thereof delivered to the Trustee for authentication will be conclusive evidence concurrently with or prior to the delivery of the inclusion Officers’ Certificate setting forth the terms of the provisions authorized by this subsectionseries.

Issuance in Series. (a) Notes may be issued in one or more series from time to time pursuant to this Indenture and Supplemental Indentures delivered in accordance with the terms of this IndentureSeries. The Notes of each series (i) will have such designation, (ii) may Series shall be subject to a limitation of the maximum principal amount authorized for issuance, (iii) will be issued designated in such denominationsmanner, (iv) may be purchased and payable as to principal, premium (if any) and interest at such place or places and in such currency or currencies, (v) will shall bear such date or dates and mature on such date or dates, (vi) will indicate the portion (shall bear interest, if less than all of the principal amount) of such Notes to be payable on declaration of acceleration of Maturityany, (vii) will bear interest at such rate or rates (which may be fixed or variable) accruing from and payable on such date or dates, (viii) may be issued at such times and in such denominations, may be redeemable before maturity in such manner and subject to payment of such Premium, may be payable as to principal, interest and Premium at such place or places and in such currency or currencies, may be payable as to principal, interest and Premium in Securities of the Issuer or any other Person; may provide for such mandatory redemption, sinking fund or other analogous repayment obligations; may contain mandatory such provisions for the exchange or optional redemption transfer of Notes of different denominations and forms; may have attached thereto or sinking fund provisionsissued therewith Securities entitling the Holders to subscribe for, including purchase or acquire Securities of the period Issuer or periods within which, any other Person upon such terms; may give the price Holders thereof the right to convert Notes into Securities of the Issuer or prices at which and the terms and conditions any other Person upon which the Notes such terms; may be redeemed or purchased defeasible at the option of the Issuer or otherwiseIssuer; and, (ix) may contain conversion or exchange terms, (x) will indicate the percentage of the principal amount (including any premium) at which Notes may be issued or redeemed, (xi) will set out each office or agency at which the principal of, premium (if any) and interest on the Notes will be payable, and the addresses of each office or agency at which the Notes may be presented for registration of transfer or exchange, (xii) may contain covenants and events of default in addition to or in substitution for the covenants contained herein and the Events of Default, (xiii) may contain additional legends and/or provisions relating to the transfer and exchange of Notes in addition to those provided for herein, and (xiv) may contain such other provisions, not inconsistent with the provisions of this Indenture, as may be set forth in determined by the Directors by a Board Resolution resolution passed at or before prior to the time of the issue of the Notes of such series Series and set forth in a Terms Schedule or, to such other provisions (to the extent as the Board of Directors may deem appropriate) as are contained , in a Supplemental Indenture pertaining to the Notes of such seriesSeries. The execution by At the Issuer option of the Issuer, the maximum principal amount of Notes of any Series may be limited, such limitation to be expressed in the Terms Schedule or Supplemental Indenture providing for the issuance of the Notes of such series Series, and any such limitation may be increased at any time by the delivery thereof to the Trustee for authentication will be conclusive evidence Issuer by means of a resolution of the inclusion of the provisions authorized by this subsectionDirectors.

Issuance in Series. (a) The Notes may be issued in one or more series from time to time pursuant to this Indenture and Supplemental Indentures delivered in accordance with the terms of this IndentureSeries. The Notes of each series (i) will have such designation, (ii) may Series shall be subject to a limitation of the maximum principal amount authorized for issuance, (iii) will be issued designated in such denominationsmanner, (iv) may be purchased and payable as to principal, premium (if any) and interest at such place or places and in such currency or currencies, (v) will shall bear such date or dates and mature on such date or dates, (vi) will indicate the portion (shall bear interest, if less than all of the principal amount) of such Notes to be payable on declaration of acceleration of Maturityany, (vii) will bear interest at such rate or rates (which may be fixed or variable) accruing from and payable on such date or dates, (viii) may be issued at such times and in such denominations, may be redeemable before maturity in such manner and subject to payment of such Premium or without Premium, may be payable as to principal, interest and Premium at such place or places and in such currency or currencies, may be payable as to principal, interest and Premium in Securities of the Issuer or any other Person, may provide for such mandatory redemption, sinking fund or other analogous prepayment obligations, may provide for the payment of a yield maintenance amount, may contain mandatory such provisions for the exchange or optional redemption transfer of Notes of different denominations and forms, may have attached thereto or sinking fund provisionsissued therewith Securities entitling the holders to subscribe for, including purchase or acquire Securities of the period Issuer or periods within whichany other Person upon such terms, may give the price holders thereof the right to convert Notes into Securities of the Issuer or prices at which and the terms and conditions any other Person upon which the Notes such terms, may be redeemed or purchased defeasible at the option of the Issuer or otherwise, (ix) may contain conversion or exchange terms, (x) will indicate the percentage of the principal amount (including any premium) at which Notes may be issued or redeemed, (xi) will set out each office or agency at which the principal of, premium (if any) and interest on the Notes will be payableIssuer, and the addresses of each office or agency at which the Notes may be presented for registration of transfer or exchange, (xii) may contain covenants and events of default in addition to or in substitution for the covenants contained herein and the Events of Default, (xiii) may contain additional legends and/or provisions relating to the transfer and exchange of Notes in addition to those provided for herein, and (xiv) may contain such other provisions, provisions not inconsistent with the provisions of this Indenture, as may be set forth in a Board Resolution passed determined by the Issuer at or before prior to the time of the issue of the Notes of such series Series and set forth in a Terms Schedule or, to such other provisions (to the extent as the Board of Directors may deem Issuer deems appropriate) as are contained , in a Supplemental Indenture pertaining to the Notes of such seriesSeries; provided that, the Notes of each Series shall have a Stated Maturity of not less than one year from the original issuance date of Notes of such Series. The execution by At the Issuer option of the Issuer, the maximum principal amount of Notes of any Series may be limited, such limitation to be expressed in the Terms Schedule or Supplemental Indenture providing for the issuance of the Notes of such series and Series; provided that any such limitation may be increased at any time by the delivery thereof to the Trustee for authentication will be conclusive evidence of the inclusion of the provisions authorized by this subsectionIssuer.