Common use of Manner of Exercise of Conversion Privilege Clause in Contracts

Manner of Exercise of Conversion Privilege. (1) The Conversion Privilege may be exercised by notice in writing (a “Conversion Notice”) given not earlier than 30 days prior to a Series 24 Conversion Date but not later than 5:00 p.m. (Toronto time) on the 15th day preceding a Series 24 Conversion Date during usual business hours at any office of any transfer agent of the Bank at which the Preferred Shares Series 24 are transferable accompanied by: (1) payment or evidence of payment of the tax (if any) payable as provided in this Section (vii)C; and (2) the certificate or certificates representing the Preferred Shares Series 24 in respect of which the holder thereof desires to exercise the Conversion Privilege with the transfer form on the back thereof or other appropriate stock transfer power of attorney duly endorsed by the holder, or his or her attorney duly authorized in writing, in which Conversion Notice such holder may also elect to convert part only of the Preferred Shares Series 24 represented by such certificate or certificates not theretofore called for redemption in which event the Bank shall issue and deliver or cause to be delivered to such holder, at the expense of the Bank, a new certificate representing the Preferred Shares Series 24 represented by such certificate or certificates that have not been converted. Each Conversion Notice shall be irrevocable. (2) In the event the Bank is required to convert all remaining outstanding Preferred Shares Series 24 into Preferred Shares Series 25 on the applicable Series 24 Conversion Date as provided for in Section (vii)B, the Preferred Shares Series 24 in respect of which the holders have not previously elected to convert shall be converted on the Series 24 Conversion Date into Preferred Shares Series 25 and the holders thereof shall be deemed to be holders of Preferred Shares Series 25 at 5:00 p.m. (Toronto time) on the Series 24 Conversion Date and shall be entitled, upon surrender during usual business hours at any office of any transfer agent of the Bank at which the Preferred Shares Series 24 were transferable of the certificate or certificates representing Preferred Shares Series 24 not previously surrendered for conversion, to receive a certificate or certificates representing the same number of Preferred Shares Series 25 in the manner and subject to the terms and provisions as provided in this Section (vii)C. (3) As promptly as practicable after the Series 24 Conversion Date, the Bank shall issue and deliver, or cause to be delivered to or upon the written order of the holder of the Preferred Shares Series 24 so surrendered, a certificate or certificates, issued in the name of, or in such name or names as may be directed by, such holder representing the number of fully-paid and non-assessable Preferred Shares Series 25 and the number of remaining Preferred Shares Series 24, if any, to which such holder is entitled. Such conversion shall be deemed to have been made at 5:00 p.m. (Toronto time) on the Series 24 Conversion Date, so that the rights of the holder of such Preferred Shares Series 24 as the holder thereof shall cease at such time and the person or persons entitled to receive Preferred Shares Series 25 upon such conversion shall be treated for all purposes as having become the holder or holders of record of such Preferred Shares Series 25 at such time. (4) The holder of any Preferred Share Series 24 on the record date for any dividend declared payable on such share shall be entitled to such dividend notwithstanding that such share is converted into Preferred Shares Series 25 after such record date and on or before the date of the payment of such dividend. (5) The issuance of certificates for the Preferred Shares Series 25 upon the conversion of Preferred Shares Series 24 shall be made without charge to the converting holders of Preferred Shares Series 24 for any fee or tax in respect of the issuance of such certificates or the Preferred Shares Series 25 represented thereby; provided, however, that the Bank shall not be required to pay any tax that may be imposed upon the person or persons to whom such Preferred Shares Series 25 are issued in respect of the issuance of such Preferred Shares Series 25 or the certificate therefor or any security transfer taxes, and the Bank shall not be required to issue or deliver a certificate or certificates in a name or names other than that of the holder of the Preferred Shares Series 24 converted unless the person or persons requesting the issuance thereof shall have paid to the Bank the amount of any such security transfer tax or shall have established to the satisfaction of the Bank that such tax has been paid. (6) Upon exercise of the Conversion Privilege by a holder of Preferred Shares Series 24, or upon an automatic conversion, pursuant to Section (vii)B, of Preferred Shares Series 24 of a holder, whose address is in, or whom the Bank or the transfer agent and registrar for the Preferred Shares Series 24 has reason to believe is a resident of, the United States of America, its territories or possessions or other jurisdiction (other than Canada), the laws of which would require the Bank to comply with the registration, prospectus, filing or other similar requirements under the applicable securities laws of such jurisdiction, the Bank reserves the right not to issue Preferred Shares Series 25 to any such holder.

Manner of Exercise of Conversion Privilege. (1) The Conversion Privilege may be exercised by notice in writing (a “Conversion Notice”) given not earlier than 30 days prior to a Series 24 25 Conversion Date but not later than 5:00 p.m. (Toronto time) on the 15th day preceding a Series 24 25 Conversion Date during usual business hours at any office of any transfer agent of the Bank at which the Preferred Shares Series 24 25 are transferable accompanied by: (1) payment or evidence of payment of the tax (if any) payable as provided in this Section (vii)C; and (2) the certificate or certificates representing the Preferred Shares Series 24 25 in respect of which the holder thereof desires to exercise the Conversion Privilege with the transfer form on the back thereof or other appropriate stock transfer power of attorney duly endorsed by the holder, or his or her attorney duly authorized in writing, in which Conversion Notice such holder may also elect to convert part only of the Preferred Shares Series 24 25 represented by such certificate or certificates not theretofore called for redemption in which event the Bank shall issue and deliver or cause to be delivered to such holder, at the expense of the Bank, a new certificate representing the Preferred Shares Series 24 25 represented by such certificate or certificates that have not been converted. Each Conversion Notice shall be irrevocable. (2) In the event the Bank is required to convert all remaining outstanding Preferred Shares Series 24 25 into Preferred Shares Series 25 24 on the applicable Series 24 25 Conversion Date as provided for in Section (vii)B, the Preferred Shares Series 24 25 in respect of which the holders have not previously elected to convert shall be converted on the Series 24 25 Conversion Date into Preferred Shares Series 25 24 and the holders thereof shall be deemed to be holders of Preferred Shares Series 25 24 at 5:00 p.m. (Toronto time) on the Series 24 25 Conversion Date and shall be entitled, upon surrender during usual business hours at any office of any transfer agent of the Bank at which the Preferred Shares Series 24 25 were transferable of the certificate or certificates representing Preferred Shares Series 24 25 not previously surrendered for conversion, to receive a certificate or certificates representing the same number of Preferred Shares Series 25 24 in the manner and subject to the terms and provisions as provided in this Section (vii)C. (3) As promptly as practicable after the Series 24 25 Conversion Date, the Bank shall issue and deliver, or cause to be delivered to or upon the written order of the holder of the Preferred Shares Series 24 25 so surrendered, a certificate or certificates, issued in the name of, or in such name or names as may be directed by, such holder representing the number of fully-paid and non-assessable Preferred Shares Series 25 24 and the number of remaining Preferred Shares Series 2425, if any, to which such holder is entitled. Such conversion shall be deemed to have been made at 5:00 p.m. (Toronto time) on the Series 24 25 Conversion Date, so that the rights of the holder of such Preferred Shares Series 24 25 as the holder thereof shall cease at such time and the person or persons entitled to receive Preferred Shares Series 25 24 upon such conversion shall be treated for all purposes as having become the holder or holders of record of such Preferred Shares Series 25 24 at such time. (4) The holder of any Preferred Share Series 24 25 on the record date for any dividend declared payable on such share shall be entitled to such dividend notwithstanding that such share is converted into Preferred Shares Series 25 24 after such record date and on or before the date of the payment of such dividend. (5) The issuance of certificates for the Preferred Shares Series 25 24 upon the conversion of Preferred Shares Series 24 25 shall be made without charge to the converting holders of Preferred Shares Series 24 25 for any fee or tax in respect of the issuance of such certificates or the Preferred Shares Series 25 24 represented thereby; provided, however, that the Bank shall not be required to pay any tax that which may be imposed upon the person or persons to whom such Preferred Shares Series 25 24 are issued in respect of the issuance of such Preferred Shares Series 25 24 or the certificate therefor or any security transfer taxes, and the Bank shall not be required to issue or deliver a certificate or certificates in a name or names other than that of the holder of the Preferred Shares Series 24 25 converted unless the person or persons requesting the issuance thereof shall have paid to the Bank the amount of any such security transfer tax or shall have established to the satisfaction of the Bank that such tax has been paid. (6) Upon exercise of the Conversion Privilege by a holder of Preferred Shares Series 2425, or upon an automatic conversion, pursuant to Section (vii)B, of Preferred Shares Series 24 25 of a holder, whose address is in, or whom the Bank or the transfer agent and registrar for the Preferred Shares Series 24 25 has reason to believe is a resident of, the United States of America, its territories or possessions or other jurisdiction (other than Canada), the laws of which would require the Bank to comply with the registration, prospectus, filing or other similar requirements under the applicable securities laws of such jurisdiction, the Bank reserves the right not to issue Preferred Shares Series 25 24 to any such holder.

Manner of Exercise of Conversion Privilege. (1a) The Conversion Privilege may be exercised by notice in writing (a an “Conversion Election Notice”) given not earlier than 30 days prior to a Series 24 2 Conversion Date but not later than 5:00 p.m. (Toronto Saskatoon time) on the 15th day preceding a Series 24 2 Conversion Date during usual business hours at any the registered office of any transfer agent of the Bank at which the Preferred Shares Series 24 are transferable Concentra accompanied by: (1) payment or evidence of payment of the tax (if any) payable as provided in this Section (vii)Csubsection 8(3); and (2) the certificate or certificates representing the Preferred Series 2 Shares Series 24 in respect of which the holder thereof desires to exercise the Conversion Privilege with the transfer form on the back thereof or other appropriate stock transfer power of attorney duly endorsed by the holder, or his or her attorney duly authorized in writing, ; provided that in which Conversion the Election Notice such holder may also elect to convert part only of the Preferred Series 2 Shares Series 24 represented by such certificate or certificates not theretofore called for redemption in which event the Bank Concentra shall issue and deliver or cause to be delivered to such holder, at the expense of the BankConcentra, a new certificate representing the Preferred Series 2 Shares Series 24 represented by such certificate or certificates that have not been converted. Each Conversion Election Notice shall be irrevocableirrevocable once received by Concentra or its nominee. (2b) In the event the Bank Concentra is required to convert all remaining outstanding Preferred Series 2 Shares into Series 24 into Preferred 1 Shares Series 25 on the applicable Series 24 2 Conversion Date as provided for in Section (vii)Bsubsection 8(2), the Preferred Series 2 Shares Series 24 in respect of which the holders have not previously elected to convert shall be converted on the Series 24 2 Conversion Date into Preferred Series 1 Shares Series 25 and the holders thereof shall be deemed to be holders of Preferred Series 2 Shares Series 25 at 5:00 p.m. (Toronto Saskatoon time) on the Series 24 2 Conversion Date and shall be entitled, upon surrender during usual business hours at any the registered office of any transfer agent of the Bank at which the Preferred Shares Series 24 were transferable Concentra of the certificate or certificates representing Preferred Series 2 Shares Series 24 not previously surrendered for conversion, to receive a certificate or certificates representing the same number of Preferred Series 1 Shares Series 25 in the manner and subject to the terms and provisions as provided in this Section (vii)C.subsection 8(3). (3c) As promptly as practicable after the Series 24 2 Conversion Date, the Bank Concentra shall issue and deliver, deliver or cause to be delivered to or upon the written order of the holder of the Preferred Series 2 Shares Series 24 so surrendered, a certificate or certificates, issued in the name of, or in such name or names as may be directed by, such holder representing the number of fully-paid and non-assessable Preferred Series 1 Shares Series 25 and the number of remaining Preferred Shares Series 242 Shares, if any, to which such holder is entitled. Such conversion shall be deemed to have been made at 5:00 p.m. (Toronto Saskatoon time) on the Series 24 2 Conversion Date, so that the rights of the holder of such Preferred Series 2 Shares Series 24 as the holder thereof shall cease at such time and the person or persons entitled to receive Preferred Series 1 Shares Series 25 upon such conversion shall be treated for all purposes as having become the holder or holders of record of such Preferred Series 1 Shares Series 25 at such time. (4d) The holder of any Preferred Series 2 Share Series 24 on the record date for any dividend declared payable on such share shall be entitled to such dividend notwithstanding that such share is converted into Preferred Series 1 Shares Series 25 after such record date and on or before the date of the payment of such dividend. (5e) The issuance of certificates for the Preferred Series 1 Shares Series 25 upon the conversion of Preferred Series 2 Shares Series 24 shall be made without charge to the converting holders of Preferred Shares Series 24 for any fee or tax in respect of the issuance of such certificates or the Preferred Series 1 Shares Series 25 represented thereby; provided, however, that the Bank Concentra shall not be required to pay any tax that may be imposed upon the person or persons to whom such Preferred Series 1 Shares Series 25 are issued in respect of the issuance of such Preferred Series 1 Shares Series 25 or the certificate therefor or any security transfer taxes, and the Bank Concentra shall not be required to issue or deliver a certificate or certificates in a name or names other than that of the holder of the Preferred Series 2 Shares Series 24 converted unless the person or persons requesting the issuance thereof shall have paid to the Bank Concentra the amount of any such security transfer tax or shall have established to the satisfaction of the Bank Concentra that such tax has been paid. (6) Upon exercise of the Conversion Privilege by a holder of Preferred Shares Series 24, or upon an automatic conversion, pursuant to Section (vii)B, of Preferred Shares Series 24 of a holder, whose address is in, or whom the Bank or the transfer agent and registrar for the Preferred Shares Series 24 has reason to believe is a resident of, the United States of America, its territories or possessions or other jurisdiction (other than Canada), the laws of which would require the Bank to comply with the registration, prospectus, filing or other similar requirements under the applicable securities laws of such jurisdiction, the Bank reserves the right not to issue Preferred Shares Series 25 to any such holder.

Manner of Exercise of Conversion Privilege. (1a) The Conversion Privilege may be exercised by notice in writing (a an “Conversion Election Notice”) given not earlier than 30 days prior to a Series 24 1 Conversion Date but not later than 5:00 p.m. (Toronto Saskatoon time) on the 15th day preceding a Series 24 1 Conversion Date during usual business hours at any the registered office of any transfer agent of the Bank at which the Preferred Shares Series 24 are transferable Concentra accompanied by: (1) payment or evidence of payment of the tax (if any) payable as provided in this Section (vii)Csubsection 8(3); and (2) the certificate or certificates representing the Preferred Series 1 Shares Series 24 in respect of which the holder thereof desires to exercise the Conversion Privilege with the transfer form on the back thereof or other appropriate stock transfer power of attorney duly endorsed by the holder, or his or her attorney duly authorized in writing, ; provided that in which Conversion the Election Notice such holder may also elect to convert part only of the Preferred Series 1 Shares Series 24 represented by such certificate or certificates not theretofore called for redemption in which event the Bank Concentra shall issue and deliver or cause to be delivered to such holder, at the expense of the BankConcentra, a new certificate representing the Preferred Series 1 Shares Series 24 represented by such certificate or certificates that have not been converted. Each Conversion Election Notice shall be irrevocable.irrevocable once received by Concentra or its nominee (2b) In the event the Bank Concentra is required to convert all remaining outstanding Preferred Series 1 Shares into Series 24 into Preferred 2 Shares Series 25 on the applicable Series 24 1 Conversion Date as provided for in Section (vii)Bsubsection 8(2), the Preferred Series 1 Shares Series 24 in respect of which the holders have not previously elected to convert shall be converted on the Series 24 1 Conversion Date into Preferred Series 2 Shares Series 25 and the holders thereof shall be deemed to be holders of Preferred Series 2 Shares Series 25 at 5:00 p.m. (Toronto Saskatoon time) on the Series 24 1 Conversion Date and shall be entitled, upon surrender during usual business hours at any the registered office of any transfer agent of the Bank at which the Preferred Shares Series 24 were transferable Concentra of the certificate or certificates representing Preferred Series 1 Shares Series 24 not previously surrendered for conversion, to receive a certificate or certificates representing the same number of Preferred Series 2 Shares Series 25 in the manner and subject to the terms and provisions as provided in this Section (vii)C.subsection 8(3). (3c) As promptly as practicable after the Series 24 1 Conversion Date, the Bank Concentra shall issue and deliver, or cause to be delivered to or upon the written order of the holder of the Preferred Series 1 Shares Series 24 so surrendered, a certificate or certificates, issued in the name of, or in such name or names as may be directed by, such holder representing the number of fully-paid and non-assessable Preferred Series 2 Shares Series 25 and the number of remaining Preferred Shares Series 241 Shares, if any, to which such holder is entitled. Such conversion shall be deemed to have been made at 5:00 p.m. (Toronto Saskatoon time) on the Series 24 1 Conversion Date, so that the rights of the holder of such Preferred Series 1 Shares Series 24 as the holder thereof shall cease at such time and the person or persons entitled to receive Preferred Series 2 Shares Series 25 upon such conversion shall be treated for all purposes as having become the holder or holders of record of such Preferred Series 2 Shares Series 25 at such time. (4d) The holder of any Preferred Series 1 Share Series 24 on the record date for any dividend declared payable on such share shall be entitled to such dividend notwithstanding that such share is converted into Preferred Series 2 Shares Series 25 after such record date and on or before the date of the payment of such dividend. (5e) The issuance of certificates for the Preferred Series 2 Shares Series 25 upon the conversion of Preferred Series 1 Shares Series 24 shall be made without charge to the converting holders of Preferred Series 1 Shares Series 24 for any fee or tax in respect of the issuance of such certificates or the Preferred Series 2 Shares Series 25 represented thereby; provided, however, that the Bank Concentra shall not be required to pay any tax that may be imposed upon the person or persons to whom such Preferred Series 2 Shares Series 25 are issued in respect of the issuance of such Preferred Series 2 Shares Series 25 or the certificate therefor or any security transfer taxes, and the Bank Concentra shall not be required to issue or deliver a certificate or certificates in a name or names other than that of the holder of the Preferred Series 1 Shares Series 24 converted unless the person or persons requesting the issuance thereof shall have paid to the Bank Concentra the amount of any such security transfer tax or shall have established to the satisfaction of the Bank Concentra that such tax has been paid. (6) Upon exercise of the Conversion Privilege by a holder of Preferred Shares Series 24, or upon an automatic conversion, pursuant to Section (vii)B, of Preferred Shares Series 24 of a holder, whose address is in, or whom the Bank or the transfer agent and registrar for the Preferred Shares Series 24 has reason to believe is a resident of, the United States of America, its territories or possessions or other jurisdiction (other than Canada), the laws of which would require the Bank to comply with the registration, prospectus, filing or other similar requirements under the applicable securities laws of such jurisdiction, the Bank reserves the right not to issue Preferred Shares Series 25 to any such holder.