Common use of Manner of Exercise of Right to Convert Clause in Contracts

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will surrender such Debenture to the Debenture Trustee at its principal office in Toronto, Ontario together with the conversion notice in the form attached hereto as Schedule E or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b)) as the holder of the number of Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereof.

Appears in 2 contracts

Samples: Trust Indenture (IntelGenx Technologies Corp.), Trust Indenture (IntelGenx Technologies Corp.)

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Manner of Exercise of Right to Convert. (a1) The holder of a Debenture Certificate desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in Torontothe City of Calgary, Ontario Alberta together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his its executors or administrators or other legal representatives or his its or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his its right to convert such Debenture in accordance with the provisions of this Article 6; provided that with Article. With respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Uncertificated Debenture, in accordance with order to surrender the Debenture Trustee’s Internal Procedures) interests in such Debentures for the purpose of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it effecting conversion, such Debentures may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as first withdrawn from CDS and surrendered to the balanceTrustee. Restricted Uncertificated Debentures, by being applied as payment in full of the Conversion Price for the number of whole if any, and Restricted Physical Debentures shall be converted into Common Shares and marked to bear the U.S. Legend, and Unrestricted Uncertificated Debentures shall be converted into which such Debenture is convertible Common Shares issued under unrestricted share CUSIP #00000X000. Upon the Trustee receiving an executed Conversion Notice as set out in accordance Schedule B with the provisions of this Article 6box therein being ticked, the Trustee will issue Common Shares without the U.S. Legend under unrestricted share ISIN #CA34348Q1028. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his its nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation Company as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b5.2(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 5 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to Company shall deliver to such Debentureholder or, subject as aforesaid, his its nominee(s) or assignee(s), a certificate or certificates for such Common Shares or deposit such Common Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereof5.2(5).

Appears in 2 contracts

Samples: webfiles.thecse.com, webfiles.thecse.com

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture to the Debenture Trustee at its principal office in TorontoCalgary, Ontario Alberta together with the conversion notice in the form attached hereto as Schedule E “D” or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or her or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his or her right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will shall be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes and withholding taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his or her nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b5.4(b)) as the holder of the number of Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6 5 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his or her nominee(s) or assignee(s), a certificate or certificates for such Common Shares and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e5.4(e) hereof.

Appears in 2 contracts

Samples: Security Agreement (Red Mile Entertainment Inc), Security Agreement (Red Mile Entertainment Inc)

Manner of Exercise of Right to Convert. (a) The Subject to Section 3.10, the holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares Units will surrender such Debenture to the Debenture Trustee at its principal office in TorontoVancouver, Ontario British Columbia together with the conversion notice in the form attached hereto as Schedule E D or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global Debenture or Book-Based Only Debenture, the obligation to surrender a Debenture to the Debenture Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture or otherwise in its records in accordance with its Internal Procedures (or in the case of an uncertificated Global a Book-Based Only Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation REIT by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares Units into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will be entitled to be entered in the books of the Corporation REIT as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section Subsection 6.3(b)) as the holder of the number of Common Shares Units into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to REIT will deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares Units or deposit such Units through the Depositary’s NCI System and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section Subsection 6.3(e) hereofhereof or in respect of fractional Units as provided in Section 6.5.

Appears in 1 contract

Samples: Trust Indenture

Manner of Exercise of Right to Convert. (a) 4.3 The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will shall prior to the Time of Expiry, surrender such Debenture to the Debenture Trustee at its principal office in Torontothe City of Calgary, Ontario together with the conversion notice written notice, substantially in the form of the Schedule attached hereto as Schedule E (the “Conversion Notice”) or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or executors, administrators, successors, other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably requestSection. Thereupon, the principal of the Debenture shall become due and payable to Thereupon such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b)) as the holder of the number of Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6 Section and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares and make or cause Shares. For the purposes of this Section 4, a Debenture shall be deemed to be made any payment surrendered for conversion on the date (herein called “Date of interest to Conversion”) on which such holder it is entitled so surrendered in accordance with the provisions of this Section 6.3(eand, in the case of a Debenture so surrendered by post or other means of transmission, on the date on which it is received by the Trustee; provided that if a Debenture is surrendered for conversion on a day on which the register of Common Shares is closed, the person or persons entitled to receive Common Shares shall become the holder or holders of record of such Common Shares as at the date on which such registers are next reopened. Any part, being a minimum of One Thousand ($1,000.00) hereofDollars, of a Debenture of a denomination in excess of One Thousand ($1,000.00) Dollars may be converted as provided in this Section and all references in this indenture to conversion of Debentures shall be deemed to include conversion of such portions.

Appears in 1 contract

Samples: Indenture (Poly-Pacific International Inc.)

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Subordinate Voting Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in Torontothe City of Calgary, Ontario Alberta together with the conversion notice in the form attached hereto as Schedule E or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, Conversion Notice exercising his its right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation Debentures will be made only through the Depository’s non-certificated system. Restricted Uncertificated Debentures and Restricted Physical Debentures shall be converted into Subordinate Voting Shares and marked to surrender a Debenture to bear the Debenture U.S. Legend, and Unrestricted Uncertificated Debentures shall be converted into Subordinate Voting Shares issued under unrestricted share CUSIP #00000X000. Upon the Trustee receiving an executed Conversion Notice with the box therein being ticked, the Trustee will be satisfied if issue Subordinate Voting Shares without the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably requestU.S. Legend under unrestricted share ISIN #CA72941N1006. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his its nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Conversion Date of Conversion (or such later date as is specified in Section 6.3(b)) as the holder of the number of Common Shares Subordinate Voting Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Subordinate Voting Shares or deposit such Subordinate Voting Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereofthis Article 6.

Appears in 1 contract

Samples: First Supplemental Indenture

Manner of Exercise of Right to Convert. (a) The 1)The holder of a Debenture Certificate or DRS advice desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture Certificate or DRS advice to the Debenture Trustee at its principal office in the City of Toronto, Ontario together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global Debenturean Uncertificated Debenture held in CDS, registration and surrender of interests in the Debentures will be made only through the Depository’s non-certificated system. Upon the Trustee receiving an executed conversion notice as set out in Schedule B with the box therein being ticked, the obligation to surrender a Debenture to the Debenture Trustee will be satisfied if cause the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) issuance of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with without the provisions of this Article 6United States legend. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b6.3(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate certificate, certificates, or certificates DRS advice for such Common Shares or cause the deposit such Common Shares through the Depository’s non- certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereof6.3(5).

Appears in 1 contract

Samples: Indenture (Vision Marine Technologies Inc.)

Manner of Exercise of Right to Convert. (a) The holder of a Debenture Certificate desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in the City of Toronto, Ontario together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation Debentures will be made only through the Depositary’s non- certificated system. Restricted Uncertificated Debentures shall be converted into Common Shares issued under restricted CUSIP – 00000X000 ISIN – US 91915B5049 and marked to surrender a Debenture to bear the Debenture U.S. Legend, and Unrestricted Uncertificated Debentures shall be converted into Common Shares issued under unrestricted share CUSIP – 00000X000 ISIN – CA 91915B4055. Upon the Trustee receiving an executed Conversion Notice as set out in Schedule B with the box therein being ticked, the Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole issue Common Shares into which such Debenture is convertible in accordance with without the provisions of this Article 6U.S. Legend. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares or deposit such Common Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereof).

Appears in 1 contract

Samples: Indenture

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will must surrender such Debenture to the Debenture Trustee at its principal office in TorontoMontréal, Ontario Québec together with the conversion notice in the form attached hereto as Schedule E “D” or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(bSubsection 6.4(b)) as the holder of the number of Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to must deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(eSubsection 6.4(e) hereof.

Appears in 1 contract

Samples: Trust Indenture (Boralex Inc.)

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture Certificate desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in the City of Toronto, Ontario together with the conversion notice in the form attached of Schedule B hereto as Schedule E or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation Debentures will be made only through the Depository’s non-certificated system. Restricted Uncertificated Debentures and Restricted Physical Debentures shall be converted into Common Shares and marked to surrender a Debenture bear or deemed to bear the Debenture U.S. Legend, and Unrestricted Uncertificated Debentures shall be converted into Common Shares issued under unrestricted share CUSIP number 60000X000. Upon the Trustee receiving the aforementioned documents and an executed conversion notice as set out in Schedule B hereto with the appropriate boxes therein being ticked, the Trustee will be satisfied if cause the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) issuance of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with without the provisions of this Article 6US Legend under unrestricted share CUSIP number 60000X000. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b6.4(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares or deposit such Common Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e6.4(5) hereof.

Appears in 1 contract

Samples: Indenture (Organigram Holdings Inc.)

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will (or the Depository in the case of an instruction by a Beneficial Holder through one or more Depository Participants concerning the exercise of its conversion right) shall surrender such Debenture to the Debenture Trustee at its principal office in Toronto, Ontario the City of Calgary together with the a conversion notice in the form attached hereto as Schedule E to the Debenture or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will shall be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b6.4(b)) as the holder of the number of Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e6.4(e) hereof.

Appears in 1 contract

Samples: Trust Indenture (Gastar Exploration LTD)

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will and Warrants shall surrender such Debenture to the Debenture Trustee at its principal office in the City of Toronto, Ontario together with the conversion notice in the form attached hereto as Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global DebentureUncertificated Debentures, the obligation to surrender a Debenture to the Debenture Trustee will shall be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(bSections 2.2(f) and 5.4(b)) as the holder of the number of Common Shares and Warrants into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares and Warrants and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e5.4(e). For the purposes of this Article, a Debenture shall be deemed to be surrendered for conversion on the date (herein called the "Date of Conversion") hereof.on which it is so surrendered when the register of the Trustee is open and in accordance with the provisions of this Article or, in the case of Uncertificated Debentures which the Trustee received notice of and all necessary documentation in respect of the exercise of the conversion rights and, in the case of a Debenture so surrendered by post or other means of transmission, on the date on which it is received by the Trustee at its principal office specified in Section 5.5(a); provided that if a Debenture is surrendered for conversion on a day on which the register of Common Shares is closed, the Person or Persons entitled to receive Common Shares and Warrants shall become the holder or holders of record of such Common Shares and Warrants as at the date on which such registers are next reopened. Any part, being $1,000 or an integral multiple thereof, of a Debenture in a denomination in excess of $1,000 may be converted as provided in this Article and all references in this Indenture to conversion of Debentures shall be deemed to include conversion of such parts. The holder of any Debenture of which only a part is converted shall, upon the exercise of his right of conversion surrender such Debenture to the Trustee in accordance with Section 5.4(a), and the Trustee shall cancel the same and shall without charge forthwith authenticate and deliver to the holder a new Debenture or Debentures in an aggregate principal amount equal to the unconverted part of the principal amount of the Debenture so surrendered. It is understood and agreed by the parties hereto that, unless the Trustee is otherwise in a position to perform electronic conversions, in every instance where Uncertificated Debentures held through the NCI through the Depository are to be converted in whole or in part, such Debentures being converted shall not be represented by Certificated Debentures, and it shall be sufficient for the Trustee to con-vert such Debentures upon receiving either the attached exercise form executed by the Depository or an NCI Letter of Instruction in a form agreed upon by the Trustee and the Depository, or such other form that they may require from time to time. The holder of a Debenture surrendered for conversion in accordance with this Section 5.4 shall be entitled to receive accrued and unpaid interest in respect thereof from the date of the last Interest Payment Date up to but excluding the Date of Conversion (less applicable withholding taxes, if any), and the Common Shares issued upon such conversion shall rank only in respect of distributions or dividends declared in favour of shareholders of record on and after the Date of Conversion or such later date as such holder shall become the holder of record of such Common Shares pursuant to Section 5.4(b), from which applicable date they will for all purposes be and be deemed to be issued and outstanding as fully paid and non-assessable Common Shares..

Appears in 1 contract

Samples: Secured Trust Indenture

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture to the Debenture Trustee at its principal office in the City of Toronto, Ontario together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation to surrender a Debenture to the Debenture Trustee Debentures will be satisfied if made only through the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture TrusteeDepositary’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably requestnon-certificated system. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(bsubsection 6.4(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares or deposit such Common Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with subsection 6.4(5). With respect to a Global Debenture, the obligation to surrender a Debenture to the Trustee shall be satisfied if the Trustee makes a notation on the Global Debenture of the principal amount thereof so converted and the Trustee is provided with all other documentation which it may request. For the purposes of this Article, a Debenture shall be deemed to be surrendered for conversion on the date (herein called the “Date of Conversion”) on which it is so surrendered when the register of the Trustee is open and in accordance with the provisions of this Article or, in the case of an Uncertificated Debenture which the Trustee received notice of and all necessary documentation in respect of the exercise of the conversion rights and, in the case of a Debenture so surrendered by mail or other means of transmission, on the date on which it is received by the Trustee at one of its offices specified in subsection 6.4(1); provided that if a Debenture is surrendered for conversion on a day on which the register of Common Shares is closed, the Person or Persons entitled to receive Common Shares shall become the holder or holders of record of such Common Shares as at the date on which such registers are next reopened. Any part, being $1,000 or an integral multiple thereof, of a Debenture in a denomination in excess of $1,000 may be converted as provided in this Article and all references in this Indenture to conversion of Debentures shall be deemed to include conversion of such parts. The holder of any Debenture of which only a part is converted shall, upon the exercise of his right of conversion surrender such Debenture to the Trustee in accordance with subsection 6.4(1), and the Trustee shall cancel the same and shall without charge forthwith Authenticate and deliver to the holder a new Debenture or Debentures in an aggregate principal amount equal to the unconverted part of the principal amount of the Debenture so surrendered or, with respect to an Uncertificated Debenture, registration and surrender of interests in the Debentures will be made only through the Depositary’s non-certificated system. The holder of a Debenture surrendered for conversion in accordance with this Section 6.3(e6.4 shall be entitled (subject to any applicable restriction on the right to receive interest on conversion of Debentures of any series) hereofto receive accrued and unpaid interest in respect thereof, in cash, up to but excluding the Date of Conversion and the Common Shares issued upon such conversion shall rank only in respect of distributions or dividends declared in favour of shareholders of record on and after the Date of Conversion or such later date as such holder shall become the holder of record of such Common Shares pursuant to subsection 6.4(2), from which applicable date they will for all purposes be and be deemed to be issued and outstanding as fully paid and non-assessable Common Shares.

Appears in 1 contract

Samples: Indenture

Manner of Exercise of Right to Convert. (a) The holder of a Debenture Debentures desiring to convert all or any part of the outstanding principal amount of such Debenture in whole or in part Debentures, plus accrued and unpaid interest on such principal amount to but excluding the Date of Conversion, into Common Shares will Stapled Units shall surrender such Debenture Debentures to the Debenture Trustee at its principal office offices in Toronto, Ontario Vancouver or Calgary together with the conversion notice in the form attached hereto as Schedule E “C” (the “Conversion Notice”) or any other written notice in a form satisfactory to the Debenture TrusteeTrustee and, unless the Company notifies the Debentureholder otherwise, Appendix “A” to the Conversion Notice completed in either case accordance with the provided instructions, both duly executed by the holder or his his, her or its executors or administrators or other legal representatives or his his, her or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his his, her or its right to convert such Debenture Debentures in accordance with the provisions of this Article 6Article; provided that with respect to a Global Debenture, the obligation to surrender a Debenture Debentures to the Debenture Trustee will shall be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to Thereupon such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 andhis, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, such Debentureholder orher or its nominee(s) or assignee(s), subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after Company on the Date of Conversion Conversion, provided that the register of Stapled Units is open on that date (or such later date as is specified in Section 6.3(b6.4(b)) ), as the holder of the number of Common Shares Stapled Units into which such Debenture is convertible convertible, net of applicable withholding taxes, if any, in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to Company shall deliver to such Debentureholder or, subject as aforesaid, his his, her or its nominee(s) or assignee(s), a certificate or certificates for representing the securities constituting such Common Shares Stapled Units and make or cause to be made any payment in respect of interest to which such holder is entitled fractional Stapled Units as provided in accordance with Section 6.3(e) hereof6.8.

Appears in 1 contract

Samples: Trust Indenture (Timberwest Forest Corp)

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture Certificate desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in the City of Toronto, Ontario together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article. Debenture Certificates bearing the U.S. Legend shall be converted into Common Shares marked to bear the U.S. Legend; provided that upon the Trustee receiving an executed conversion notice as set out in Schedule B with respect to a Global Debenturethe box therein being ticked, the obligation to surrender a Debenture to the Debenture Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole issue Common Shares into which such Debenture is convertible in accordance with without the provisions of this Article 6US Legend. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b5.4(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares, or at the direction of the Corporation, Direct Registration System Advices for such Common Shares to be held in book entry form, and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereof5.4(6).

Appears in 1 contract

Samples: Indenture (HEXO Corp.)

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part applicable Convertible Term Loan Lender converting its Conversion Amount into Common Shares will shall surrender such Debenture its Convertible Notes (if any) to the Debenture Trustee Borrower at its principal chief executive office indicated in Toronto, Ontario Annex C together with the conversion notice in the form attached hereto as Schedule E a completed Conversion Form or any other written notice in a form satisfactory to the Debenture TrusteeBorrower, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trusteesuch Convertible Term Loan Lender, exercising his the right to convert such Debenture Conversion Amount or being required to convert such Conversion Amount in accordance with the provisions of this Article 6; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) hereof. If any of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture Conversion Amount is convertible to be converted are to be issued to a Person or Persons other than the applicable Convertible Term Loan Lender (e.g. a nominee name), such Conversion Form or notice shall be in accordance with the provisions form and substance satisfactory to Borrower and shall be accompanied by payment to Borrower of this Article 6any transfer tax which may be payable by reason thereof. Upon the surrender of such discharge Convertible Notes accompanied by such Conversion Form or notice (i) the applicable Convertible Term Loan Lender shall be issued the number of Common Shares which it shall be entitled to receive on such conversion, (ii) the applicable Convertible Term Loan Lender releases Borrower of all liability with respect to the Conversion Amount which has been converted, and satisfaction(iii) Borrower agrees that the surrender of such Convertible Notes constitutes the sole consideration for the Common Shares issuable upon such conversion. Subject to Section 1.1(9)(b), upon delivery of the requisite Conversion Form or notice, such Debentureholder Convertible Term Loan Lender or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of Borrower, the Debenture Trustee, his nominee(s) or assignee(s) will thereof, shall be entitled to be entered in the books of the Corporation Borrower as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b)) as the holder of the number of Common Shares into which such Debenture Conversion Amount is convertible in accordance with the provisions of this Article 6 hereof and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to Borrower shall deliver to such Debentureholder Convertible Term Loan Lender or, subject as aforesaid, his the nominee(s) or assignee(s)) thereof, a certificate or certificates for such Common Shares and make or cause to be made any payment of interest dividends to which such holder Convertible Term Loan Lender is entitled in accordance with Section 6.3(e) hereof1.1(9)(c).

Appears in 1 contract

Samples: Credit Agreement (Sr Telecom Inc)

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will Units shall surrender such Debenture to the Debenture Trustee at its principal office in TorontoCalgary, Ontario Alberta together with the conversion notice in the form attached hereto as Schedule E "D" or any other written notice in a form satisfactory to to. the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will shall be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation Trust as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b6.4(b)) as the holder of the number of Common Shares Units into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to Trust shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates certificate's for such Common Shares Units and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e6.4(e) hereofhereof or in respect of fractional Units as provided in Section 6.6.

Appears in 1 contract

Samples: Trust Indenture (Penn West Energy Trust)

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Subordinate Voting Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in Torontothe City of Calgary, Ontario Alberta together with the conversion notice in the form attached hereto as Schedule E or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, Conversion Notice exercising his its right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation Debentures will be made only through the Depository’s non-certificated system. Restricted Uncertificated Debentures and Restricted Physical Debentures shall be converted into Subordinate Voting Shares and marked to surrender a Debenture to bear the Debenture U.S. Legend, and Unrestricted Uncertificated Debentures shall be converted into Subordinate Voting Shares issued under unrestricted share CUSIP #00000X000. Upon the Trustee receiving an executed Conversion Notice with the box therein being ticked, the Trustee will be satisfied if issue Subordinate Voting Shares without the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably requestU.S. Lege nd under unrestricted share ISIN #CA72941N1006. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his its nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Conversion Date of Conversion (or such later date as is specified in Section 6.3(b)) as the holder of the number of Common Shares Subordinate Voting Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Subordinate Voting Shares or deposit such Subordinate Voting Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereofthis Article 6.

Appears in 1 contract

Samples: First Supplemental Indenture

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture Certificate desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in Torontothe City of Calgary, Ontario Alberta together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his its executors or administrators or other legal representatives or his its or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his its right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation Debentures will be made only through the Depository’s non-certificated system. Restricted Uncertificated Debentures and Restricted Physical Debentures shall be converted into Common Shares and marked to surrender a Debenture to bear the Debenture U.S. Legend, and Unrestricted Uncertificated Debentures shall be converted into Common Shares issued under unrestricted share CUSIP #00000XXX0. Upon the Trustee receiving an executed Conversion Notice as set out in Schedule B with the box therein being ticked, the Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole issue Common Shares into which such Debenture is convertible in accordance with without the provisions of this Article 6U.S. Legend under unrestricted share ISIN #CA34348QAB82. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his its nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation Company as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b5.2(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 5 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to Company shall deliver to such Debentureholder or, subject as aforesaid, his its nominee(s) or assignee(s), a certificate or certificates for such Common Shares or deposit such Common Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereof5.2(5).

Appears in 1 contract

Samples: webfiles.thecse.com

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Manner of Exercise of Right to Convert. (a1) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture to the Debenture Trustee at its principal office in Torontothe City of Vancouver, Ontario British Columbia together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation to surrender a Debenture to the Debenture Trustee Debentures will be satisfied if made only through the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably requestDepositary's non-certificated system. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(bsubsection 6.4(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares or deposit such Common Shares through the Depository's non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(esubsection 6.4(5) hereof. With respect to a Global Debenture, the obligation to surrender a Debenture to the Trustee shall be satisfied if the Trustee makes a notation on the Global Debenture of the principal amount thereof so converted and the Trustee is provided with all other documentation which it may request.

Appears in 1 contract

Samples: Indenture (Aurora Cannabis Inc)

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture to the Debenture Trustee at its principal office in TorontoVancouver, Ontario British Columbia together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his their right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation to surrender a Debenture to the Debenture Trustee Debentures will be satisfied if made only through the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture TrusteeDepository’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably requestnon-certificated system. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(bsubsection 7.4(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares or deposit such Common Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereofsubsection 7.4(5). With respect to a Global Debenture, the obligation to surrender a Debenture to the Trustee shall be satisfied if the Trustee makes a notation on the Global Debenture of the principal amount thereof so converted and the Trustee is provided with all other documentation which it may request.

Appears in 1 contract

Samples: Indenture (Canopy Growth Corp)

Manner of Exercise of Right to Convert. (a) The holder Holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture to the Debenture Trustee at its principal office offices in the City of Toronto, Ontario together with the conversion notice in the form attached hereto to the Debenture as Schedule E B (the “Conversion Notice”) or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder Holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global DebentureDebenture Certificate, the obligation any owner of a beneficial interest thereunder desiring to surrender convert shall request and receive a Debenture Certificate in definitive form and shall deliver such Debenture Certificate and Conversion Notice to the Debenture Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in the Debenture and Section 6.3(b8.5(b)) as the holder of the number of Common Shares into which such Debenture is convertible convertible, net of applicable withholding taxes if any, in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares. If a conversion of Debentures would result in the Holder being issued Common Shares that, together with any other Common Shares held by such Holder, would constitute 10% or more of the then outstanding Common Shares, then such Holder must, as a condition to such conversion, provide to the Corporation and make the Exchange an undertaking, in the form attached hereto as Schedule C to the Debenture or cause such other form as may be acceptable to the Exchange. Such undertaking will require such Holder to: (i) file with the Exchange such documentation as may be made any payment required by the Exchange in connection with such Holder acquiring Common Shares constituting 10% or more of interest the then outstanding Common Shares, which may include, among other things, a Personal Information Form, if, on the 10th Business Day following such conversion, such Holder continues to which hold Common Shares constituting 10% or more of the then outstanding Common Shares; and (ii) if such holder Personal Information Form is entitled not cleared by the Exchange, within 20 Business Days following notice from the Exchange thereof to the Holder, such Holder will sell that number of Common Shares in accordance with Section 6.3(e) hereoforder to decrease his, her or its holdings of Common Shares below 10% of the then outstanding Common Shares.

Appears in 1 contract

Samples: And Restated Indenture

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture Certificate desiring to convert such Debenture in whole or in part into Common Shares will Units shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in Torontothe City of Calgary, Ontario Alberta together with the conversion notice in the form attached hereto as of Schedule E “C” or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6; provided that Article. Upon the Trustee receiving an executed Conversion Notice as set out in Schedule “C” with respect to a Global Debenturethe box therein being ticked, the obligation to surrender a Debenture to the Debenture Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (issue, or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required cause to be made under Section 6.5 andissued, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with and Warrants without the provisions of this Article 6US Legend. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation Parent as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b6.4(2)) as the holder of the number of Common Shares or Warrants, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to Parent shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares and Warrants or deposit such Common Shares and Warrants through the Depository’s non-certificated system or direct registration system and make or cause to be made any payment of interest (if any) to which such holder is entitled in accordance with Section 6.3(e) hereof6.4(5).

Appears in 1 contract

Samples: Indenture

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture Certificate desiring to convert such Debenture in whole or in part into Common Subordinate Voting Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in Torontothe City of Calgary, Ontario Alberta together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his its executors or administrators or other legal representatives or his its or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his its right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation Debentures will be made only through the Depository’s non-certificated system. Restricted Uncertificated Debentures and Restricted Physical Debentures shall be converted into Subordinate Voting Shares and marked to surrender a Debenture to bear the Debenture U.S. Legend, and Unrestricted Uncertificated Debentures shall be converted into Subordinate Voting Shares issued under unrestricted share CUSIP #00000X000. Upon the Trustee receiving an executed Conversion Notice as set out in Schedule B with the box therein being ticked, the Trustee will be satisfied if issue Subordinate Voting Shares without the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably requestU.S. Legend under unrestricted share ISIN #CA72941N1006. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his its nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b6.2(2)) as the holder of the number of Common Shares Subordinate Voting Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his its nominee(s) or assignee(s), a certificate or certificates for such Common Subordinate Voting Shares or deposit such Subordinate Voting Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereof6.2(5).

Appears in 1 contract

Samples: Indenture

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will Trust Units shall surrender such Debenture to the Debenture Trustee at either of its principal office offices in either Calgary, Alberta or Toronto, Ontario together with the conversion notice in the form attached hereto as Schedule E SCHEDULE D or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will shall be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation Trust as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b6.4(b)) as the holder of the number of Common Shares Trust Units into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to Trust shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares Trust Units and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e6.4(e) hereof.

Appears in 1 contract

Samples: Harvest Energy Trust

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture Certificate desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in Toronto, Ontario together with the conversion notice in the form attached hereto as of Schedule E “B” or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation Debentures will be made only through the Depositary’s non-certificated system. Restricted Uncertificated Debentures shall be converted into Common Shares issued under restricted CUSIP ISIN and marked to surrender a Debenture bear the U.S. Legend, to be confirmed in writing by the Debenture Corporation, if applicable, and Unrestricted Uncertificated Debentures shall be converted into Common Shares issued under unrestricted share CUSIP – 00000XXX0 ISIN – CA42981EAA25. Upon the Trustee receiving an executed Conversion Notice as set out in Schedule “C” with the box therein being ticked, the Trustee will be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole issue Common Shares into which such Debenture is convertible in accordance with without the provisions of this Article 6U.S. Legend. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b5.5(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares or deposit such Common Shares through the Depository’s non- certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereof5.5(5). With respect to a Global Debenture, represented by a Debenture Certificate, the obligation to surrender a Debenture to the Trustee shall be satisfied if the Trustee makes a notation on the Global Debenture of the principal amount thereof so converted and the Trustee is provided with all other documentation which it may request.

Appears in 1 contract

Samples: Indenture

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture to the Debenture Trustee at its principal office in Toronto, Ontario together with the conversion notice in the form attached hereto as Schedule E "F" or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will shall be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his its nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(bsubsection 6.4(b)) as the holder of the number of Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares and make or cause to be made any payment of interest to which such holder is entitled in accordance with subsection 6.4(e) hereof or in respect of fractional Common Shares as provided in Section 6.3(e) hereof6.6.

Appears in 1 contract

Samples: Zarlink Semiconductor Inc

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture to the Debenture Trustee at its principal office offices in Calgary, Alberta or Toronto, Ontario together with the conversion notice in the form attached hereto as Schedule E "D" or any other written notice in a form satisfactory to the Debenture Trustee, in either case case, duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 6; provided that with respect to a Global Debenture, the obligation to surrender a Debenture to the Debenture Trustee will shall be satisfied if the Debenture Trustee makes notation on the Global Debenture (or in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b6.4(b)) as the holder of the number of Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable within three (3) Business Days thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to Debenture Trustee shall (i) deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares and (ii) make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e6.4(e) hereofhereof or in respect of fractional Shares as provided in Section 6.6 .

Appears in 1 contract

Samples: Convertible Debenture Indenture (Transglobe Energy Corp)

Manner of Exercise of Right to Convert. (a1) The holder of a Debenture Certificate desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture Certificate to the Debenture Trustee at its principal office in the City of Toronto, Ontario together with the conversion notice in the form attached hereto as of Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his its executors or administrators or other legal representatives or his its or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his its right to convert such Debenture in accordance with the provisions of this Article 6Article; provided that with respect to a Global an Uncertificated Debenture, registration and surrender of interests in the obligation Debentures will be made only through the Depository’s non- certificated system. Restricted Uncertificated Debentures and Restricted Physical Debentures shall be converted into Common Shares and marked to surrender bear the U.S. Legend, and Unrestricted Uncertificated Debentures shall be converted into Common Shares issued (i) in the event that such Common Shares are issued before September 24, 2019, under restricted share CUSIP – 00000X000 and ISIN – CA13809L2084; and (ii) in the event that such Common Shares are issued on or after September 24, 2019, under unrestricted share CUSIP – 00000X000 and ISIN – CA13809L1094. Upon the Trustee receiving a conversion request for a Restricted Uncertificated Debenture to or a Restricted Physical Debenture, including an executed conversion notice as set out in Schedule B with the Debenture box therein being ticked, the Trustee will be satisfied if issue Common Shares without the Debenture Trustee makes notation on the Global Debenture U.S. Legend (or i) in the case of an uncertificated Global Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to event that such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which are issued before September 24, 2019, under restricted share CUSIP – 00000X000 and ISIN – CA13809L2084; and (ii) in the event that such Debenture is convertible in accordance with the provisions of this Article 6Common Shares are issued on or after September 24, 2019, under unrestricted share CUSIP – 00000X000 and ISIN – CA13809L1094. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to compliance with the applicable terms and provisions hereof and payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b5.4(2)) as the holder of the number of Common Shares Shares, as applicable, into which such Debenture is convertible in accordance with the provisions of this Article 6 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate or certificates for such Common Shares or deposit such Common Shares through the Depository’s non-certificated system and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e) hereof5.4(5).

Appears in 1 contract

Samples: Secured Trust Indenture

Manner of Exercise of Right to Convert. (a) The holder of a Debenture desiring to convert such Debenture in whole or in part into Common Shares will shall surrender such Debenture to the Debenture Trustee at its principal office in Toronto, Ontario the City of Toronto together with the conversion notice in the form attached hereto as Schedule E B or any other written notice in a form satisfactory to the Debenture Trustee, in either case duly executed by the holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Debenture Trustee, exercising his right to convert such Debenture in accordance with the provisions of this Article 64; provided that with respect to a Global Debenture or NCI System Debenture, subject to certificating Debentures pursuant to Section 3.2(b), the obligation to surrender a Debenture to the Debenture Trustee will shall be satisfied if the Debenture Trustee makes notation on the Global Debenture or otherwise in its records (or in the case of an uncertificated Global a NCI System Debenture, in accordance with the Debenture Trustee’s Internal Procedures) of the principal amount thereof so converted and the Debenture Trustee is provided with all other documentation which it may reasonably request. Thereupon, the principal of the Debenture shall become due and payable to such Debentureholder and such principal amount shall be discharged and satisfied in full without any further action by the holder or the Corporation by the making of any cash payment required to be made under Section 6.5 and, as to the balance, by being applied as payment in full of the Conversion Price for the number of whole Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6. Upon such discharge and satisfaction, Thereupon such Debentureholder or, subject to payment of all applicable stamp or security transfer taxes or other governmental charges and compliance with all reasonable requirements of the Debenture Trustee, his nominee(s) or assignee(s) will shall be entitled to be entered in the books of the Corporation as at the Business Day immediately after the Date of Conversion (or such later date as is specified in Section 6.3(b4.3(b)) as the holder of the number of Common Shares into which such Debenture is convertible in accordance with the provisions of this Article 6 4 and, as soon as practicable thereafter, the Corporation will, as need be, deliver, or cause its transfer agent to shall deliver to such Debentureholder or, subject as aforesaid, his nominee(s) or assignee(s), a certificate certificates or certificates book entry system customer confirmations for such Common Shares and make or cause to be made any payment of interest to which such holder is entitled in accordance with Section 6.3(e4.3(e) hereofhereof or in respect of fractional Shares as provided in Section 4.5. A Beneficial Holder of a Global Debenture or a NCI System Debenture by a security entitlement in respect of Debentures in the book entry registration system who desires to convert his or her Debentures must do so by causing a Depository Participant to deliver to the Depository on behalf of the entitlement holder, notice of the owner’s intention to convert Debentures in a manner acceptable to the Depository. Forthwith upon receipt by the Depository of such notice, the Depository shall deliver to the Trustee confirmation of its intention to convert Debentures in a manner acceptable to the Trustee, including by electronic means through a book based registration system. An electronic withdrawal of the Debentures initiated by the Depository Participant through a book based registration system shall constitute a representation to both the Corporation and the Trustee that the beneficial owner at the time of exercise of such Debentures (a) is not in the United States; (b) is not a United States Person and is not converting such Debentures on behalf of a United States Person or a Person in the United States; and (c) did not execute or deliver the notice of the owner’s intention to convert such Debentures in the United States. If the Depository Participant is not able to make or deliver the foregoing representations by initiating the electronic conversion of the Debentures, then such Debentures shall be withdrawn from the book based registration system by the Depository and the Participant and an individually registered Debenture certificate shall be issued by the Trustee to such Beneficial Holder or Depository Participant and the conversion procedures set forth above in Section 4.3(a) shall be followed.

Appears in 1 contract

Samples: Convertible Debenture Indenture

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