Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4): (a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option of the Issuer be paid upon surrender of such Note), the Issuer, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders of record on the Record Date immediately preceding the applicable Interest Payment Date. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extent, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note in the manner provided above, the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder. (b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree. (c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise specified in a Supplemental Indenture resolution of the directors of the Administrator on behalf of the Trust, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such Note), Debenture) the IssuerTrust, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Trust or the Debenture Trustee will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding the Notes preceding subsection, if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable or cheque to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Trust and the Depository otherwise agree. None of the Trust, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any Person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note the Instruments (except on redemption thereof, when interest may payable at the option Note Maturity Date or Debenture Maturity Date, or upon conversion of the Issuer be paid upon surrender of such NoteDebentures), the IssuerCompany shall, either directly within five (5) Business Days following each date on which interest on such Instruments becomes due, forward or through the Trustee or any agent of the Trustee, shall send or forward cause to be forwarded by prepaid ordinary mailpost, electronic transfer to all Holders, at their respective addresses appearing on the applicable register of funds or such other means as may be agreed to by the Trusteeholders hereinafter mentioned, payment of a cheque for such interest (less any Taxes tax required by law to be deducted or withheld therefromdeducted) payable to the Holders order of record on each such Holder at each of the Record Date immediately preceding the applicable Interest Payment Dateplaces at which interest upon such Instruments is payable. If payment is made by cheque, The forwarding of such cheque shall be forwarded at least two days prior to each Interest Payment Date satisfy and if payment is made by other means (discharge the liability for the interest on such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, Instruments to the extent of the sum sums represented thereby, thereby (plus the any amount of any Taxes tax deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extent, ) unless in the case of payment by cheque, such cheque is shall not be paid at par on presentation. In ; provided that in the event of the non-receipt of any such cheque for or other payment of interest by the Person to whom it is so sent as aforesaidHolder, or the loss or destruction thereof, the Issuer shall issue to such Person a replacement cheque or other payment for a like amount Company, upon being furnished with such reasonable evidence of such non-receipt as receipt, loss or destruction and indemnity reasonably satisfactory to it, shall issue or cause to be issued to such holder a replacement cheque for the amount of such cheque. Interest which is represented by a cheque which has not been presented to the drawee for payment or which otherwise remains unclaimed for a period of six (6) years from the date on which it became due shall reasonably require and upon being indemnified be forfeited to its satisfactionthe Company. Notwithstanding Payments of interest in accordance with the foregoingrequirements of this Section 2.11 may be effected, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note in the manner provided above, sole discretion of the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee Company and with the same effect as though payment had been made in consent of the manner provided above. If payment is made through the Trusteerelevant holder, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic wire transfer or certified cheque or make such other arrangements for the provision means of funds payment as may be agreeable between agreed by the Trustee Company and such Holder. All Notes or Debentures issued upon any registration of transfer or exchange of Notes, including pursuant to Section 2.6 hereof, shall be the Issuer in order valid obligations of the Company, evidencing the same debt, and entitled to effect such interest payment hereunder.
(b) So long the same benefits under this Indenture, as the Notes surrendered upon such registration of any series transfer or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)exchange. For greater certainty, all interest payments in excess of U.S.$25,000,000 (or such other made upon the principal amount as determined outstanding from time to time by the Canadian Payments Association or under any successor thereto) Note shall be interest payments made by upon the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have principal amount outstanding from time to time upon any obligation to disburse funds and all Debentures issued in respect of any exchange for such Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn2.6 hereof.
Appears in 1 contract
Samples: Indenture (Seven Seas Petroleum Inc)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.1(c) or Article 6 or specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case resolution of the Series A Second Lien NotesBoard of Directors, Article 3 and the Series B Second Lien Notes, Article 4):or an Officer's Certificate:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.1(c), at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding Section 2.9(a), if the Notes of any series Debentures or any portion thereof are issued in the form of or is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture
Payment of Interest. (a) The following provisions shall apply to Notes of each seriesthe Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):permitted by this Indenture:
(ai) As interest becomes due on each fully registered Note (except on redemption thereofat maturity, when interest may at the option of the Issuer Company be paid upon surrender of such Note), ) the IssuerCompany, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds in the case of the Depository or such other means as may be agreed to by the Trustee, payment of such interest (less any Withholding Taxes required by law or permitted to be deducted or withheld therefrom) to the Holders order of record the registered Holder of such Note appearing on the register maintained by the Trustee on the applicable Regular Record Date immediately preceding and addressed to the applicable Interest Payment DateHolder at the Holder's last address appearing on the register, unless such Holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each the Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or Withholding Tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extent, unless in the case of payment by cheque, such cheque is not paid at par on presentationNote. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Company or the Trustee will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Company is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any each Note in the manner provided above, the Issuer Company may make payment of such interest or make such interest available for payment (less any Withholding Taxes required or permitted to be withheld therefrom) in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(bii) So long as the Notes of any series or any portion thereof are issued in the form of or represented by Notwithstanding Section 2.18(a)(i), if a Note is a Global Note, then all payments of interest on such the Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee Depository or its nominee for subsequent payment (less applicable Withholding Taxes, if any) to the Depository on behalf of the Beneficial Holders of interests in the applicable interests in that Global Note, unless the Issuer Company and the Depository otherwise agree. None of the Company, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of for any Note pursuant issued as a Global Note will be liable or responsible to Section 2.14(a) unless it has received written confirmation satisfactory any person for any aspect of the records related to it that the funds have been deposited with it or payments made on account of beneficial interests in sufficient amount to pay in full all amounts due and payable with respect any Global Note or for maintaining, reviewing, or supervising any records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebt Securities, except as otherwise specified in a Board Resolution, an Officers’ Certificate or a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Debt Securities:
(a) As interest becomes due on each fully registered Note Debt Security (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such NoteDebt Security), the IssuerTrust, either directly or through the Indenture Trustee or any agent of the Indenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Indenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debt Security appearing on the Record Date immediately preceding registers maintained by the Indenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register (or in the case of joint holders, to such address of one of the joint holders), unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Indenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debt Security becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebt Security, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Trust will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debt Security in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Indenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Indenture Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related each Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such an Interest Payment Date for such NoteDate, whichever is earlier, the Issuer Trust shall deliver sufficient funds to the Indenture Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Indenture Trustee and the Issuer Trust in order to effect such interest payment hereunder.
(b) So long as the Notes If a series of any series Debt Securities or any portion thereof are issued in the form of or is represented by a Global NoteDebt Security, then all payments of interest on such the Global Note Debt Security shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders Debtholders of the applicable interests in that Global NoteDebt Security, unless the Issuer Trust and the Depository otherwise agree. None of the Trust, the Indenture Trustee agreeor any agent of the Indenture Trustee for any Debt Security issued as a Global Debt Security will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in any Global Debt Security or for maintaining, reviewing, or supervising any records relating to such beneficial interests.
(c) Notwithstanding Sections 2.14(athe foregoing, (i) and 2.14(b), all payments in excess of U.S.$25,000,000 $25 million (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) sucessor thereto shall be made by the use of the LVTS; and (ii) in the event that payment must be made to the Depository, the Trust shall remit payment to the Indenture Trustee by LVTS. Neither the The Indenture Trustee nor Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to this Section 2.14(a2.15(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Indenture Trustee or Paying Agent, as applicable, shall, if it accepts any funds are received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the Directors, a Certificate of the Company or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofredemption, when interest may at the option of the Issuer Company be paid upon surrender of such Note), Debenture) the IssuerCompany, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each Interest Payment Date and if payment is made or by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders)holders, such payment shall be made in a manner whereby the Holder receives credit for such payment forwarded at least three Business Days prior to each date on the Interest Payment Datewhich interest becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Company or the Debenture Trustee will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being funded and indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Company is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Company may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.13(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer (wire) to the Debenture Trustee or any paying agent, or cheque made payable to the Trustee Depository or its nominee, for subsequent payment (less applicable withholding taxes, if any) to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture prior to the day interest is payable, unless the Issuer Company and the Depository otherwise agree (upon prior written notice to the Debenture Trustee agreeand any such paying agent). If payment is made by the Company directly to the Depository, then the Company shall provide written confirmation of such payment to the Debenture Trustee immediately thereafter. None of the Company, the Debenture Trustee or any agent of the Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, reviewing, or supervising any records relating to such beneficial interests. All payments to be made by the Debenture Trustee are subject to Section 13.10 hereunder.
(c) Notwithstanding Sections 2.14(aSection 2.13(a), the Company may, subject to regulatory approval, applicable law (including Applicable Securities Laws) and 2.14(bthe terms of the Senior Indebtedness, elect (the “PIK Election”), in lieu of paying interest in cash, to satisfy all payments in excess or any portion of U.S.$25,000,000 (or such other amount as determined from time its Interest Obligation payable on an Interest Payment Date by issuing to time each Debentureholder appearing on the registers maintained by the Canadian Payments Association or any successor thereto) shall Debenture Trustee at the close of business on the last Business Day prior to the applicable Interest Payment Date such principal amount of PIK Debentures equal to the amount of the Interest Obligation to be made satisfied by the use issuance of PIK Debentures (less any tax required by law to be deducted, if any), which amount will be rounded down to the LVTS. Neither nearest multiple of $100, and delivering to each Debentureholder, in the Trustee nor Paying Agentsame manner as contemplated in Section 2.13(a) or 2.13(b), as applicable, with respect to the payment of interest, the certificate representing such PIK Debentures. No fractional PIK Debentures shall have any obligation be delivered to disburse funds the registered holders hereof upon a PIK Election to issue and deliver PIK Debentures in satisfaction of the Interest Obligation, however holders will receive a cash payment in respect of any Note pursuant fractional interest in PIK Debentures. The Company will make a PIK Election by delivering written notice (the “PIK Election Notice”) to Section 2.14(a) unless it has received written confirmation satisfactory the Debenture Trustee and the TSX, at least ten Business Days prior to it that the funds have been deposited with it in sufficient Interest Payment Date. The PIK Election Notice will include a calculation of the amount to pay in full all amounts of the Interest Obligation due and payable with respect to such upon the Interest Payment Date and the principal amount of PIK Debentures to be issued and delivered to the Debentureholders in accordance with this Section 2.13(c).
(d) The PIK Debentures issued to the holders of the Debentures in accordance with Section 2.13(c) will be subject to the terms of the Indenture and unless otherwise specified in an indenture supplemental hereto, will have the same terms and conditions as the Debentures in respect of which the PIK Debentures are issued.
(e) Each Debentureholder agrees to advance to the Company an amount equal to the Interest Obligation to be satisfied by the issuance of the PIK Debentures (the “Advance”) and each Debentureholder and the Company agree that the delivery of the PIK Debentures to the Debenture Trustee in accordance with this Section 2.13 will satisfy and discharge the liability of the Company for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in Interest Obligation payable on the form of uncertified cheques, be entitled applicable Interest Payment Date that is related to delay the time for release delivery of such funds until such uncertified cheques shall be determined PIK Debentures and will satisfy the liability of the Debentureholder to have cleared make the financial institution upon which the same are drawnAdvance.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesthe Debentures, except as otherwise provided in Section 2.3(a) and Section 2.3(b) or specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case resolution of the Series A Second Lien NotesBoard of Directors, Article 3 and the Series B Second Lien Notes, Article 4):an Officers’ Certificate or a supplemental indenture:
(a) As Subject to Section 5.4(c), as interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.3, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date set forth for the Debentures in respect of the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee Trustee, acting reasonably, with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by On or prior to 11:00 a.m. (Toronto time) at least one Eastern time on the Business Day prior to the related earlier of: (i) any Interest Payment Date for a Note Date, or (ii) the day cheques are required to be mailed in accordance with this Section 2.14, the date of mailing Corporation shall deposit with the cheques for Trustee money sufficient to pay the interest full amount due on such the relevant Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunderDate.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global NoteSubject to Section 5.4(c), then all payments of interest in cash on such Global Note the Uncertificated Debentures shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteUncertificated Debentures, unless the Issuer Corporation and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.Depository otherwise agree.
Appears in 1 contract
Samples: Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes any series of each seriesDebentures, except as otherwise provided in Section 2.4(b), Section 2.4(c), Section 2.4(d) or specified in a Supplemental Indenture resolution of the directors of the Company, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except at maturity, on conversion or on redemption thereofor repurchase, when interest may at the option of the Issuer Company be paid upon surrender of such Note), Debenture) the IssuerCompany, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the third Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register (or, in the case of joint holders to the registered address of one of the joint holders), unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Company will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Company is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Company may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Debenture Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related each Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such an Interest Payment Date for such NoteDate, whichever is earlier, the Issuer Company shall deliver sufficient funds to the Debenture Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Debenture Trustee and the Issuer Company in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note. The Debenture Trustee shall disburse such interest payments only upon receiving, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to each such date, funds in an amount sufficient for the related Interest Payment Date by electronic funds transfer made payable to interest payment. Notwithstanding the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)foregoing, all payments in excess of U.S.$25,000,000 $25 million in Canadian dollars (or such other amount as determined from time to time by the Canadian Payments Association or any successor theretoAssociation) shall be made by the use of the LVTS. Neither the The Debenture Trustee nor Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to this Section 2.14(a2.15(a) unless until it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Debenture Trustee or Paying Agent, as applicable, shall, if it accepts any funds are received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
(b) Notwithstanding Section 2.15(a), if a series of Debentures is represented by a Global Debenture, then all payments of interest on the Global Debenture shall be made by electronic funds transfer to the Depository or its nominee for subsequent payment to Beneficial Holders of interests in that Global Debenture, unless the Company and the Depository otherwise agree. None of the Company, the Debenture Trustee or any agent of the Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, reviewing, or supervising any records relating to such beneficial interests.
Appears in 1 contract
Samples: Trust Indenture (Canadian Satellite Radio Holdings Inc.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise specified in Sections 2.4, 2.5 or 2.6 or in a Supplemental Indenture resolution of the directors, Officer's Certificate or supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except at maturity or on redemption thereofredemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Indenture Trustee or any agent of the Indenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Indenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately registers maintained by the Indenture Trustee at the close of business on the last Business Day of the month preceding the month of the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, cheque such cheque shall be forwarded at least two days prior on the date on which interest becomes due (and, for greater certainty, notwithstanding that the cheque may not be received by the Debentureholder until after the date on which interest becomes due, the Debentureholder shall not be entitled to each Interest Payment Date interest or other payment in respect of such delay) and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is be not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Indenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.above.
(b) So long as the Notes Notwithstanding Section 2.18(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global Noteone or more global Debentures, then all payments of interest on such Global Note the global Debentures shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf holders of the Beneficial Holders of the applicable interests in that Global Noteglobal Debenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Indenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Indenture Trustee for any Debenture issued as a global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each series, except (1) Except as otherwise provided in Section 2.1(3) or specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case resolution of the Series A Second Lien NotesBoard of Directors or an Officer’s Certificate, Article 3 and the Series B Second Lien Notessubject to Section 2.2, Article 4):
(a) As as interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.1(3), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the date that is five (5) Business Days prior to each applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds by wire at least three Business Days in advance prior to being able to wire forward funds or cheques to Holders), holders) and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Date. date such interest on such Debenture becomes due.
(2) The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Indenture (HEXO Corp.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or elsewhere in this Indenture or specified in a Supplemental Indenture resolution of the Board of Directors, on behalf of the Trust, Officer's Certificate or supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion, at maturity or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such Note), Debenture) the IssuerTrust, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered Debentureholder appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the 5th Business Day prior to the applicable Interest Payment DateDate and addressed to the Debentureholder at the Debentureholder's last address appearing on the register, unless such Debentureholder otherwise directs. If payment is made by cheque, cheque such cheque shall be forwarded at least two days prior to each Interest Payment Date as soon as practicable following the date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder Debentureholder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is be not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Trust will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.15(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one electronic funds transfer on such Interest Payment Date to the Depositary or its nominee for subsequent payment to Beneficial Holders in that Global Debenture, unless the Trust and the Depositary otherwise agree. The record date for the payment of interest will be that day which is the 5th Business Day prior to the related applicable Interest Payment Date by electronic funds transfer made payable to Date. None of the Trust, the Trustee or any agent of the Trustee for subsequent payment any Debenture issued as a Global Debenture will be liable or responsible to the Depository on behalf any Person for any aspect of the Beneficial Holders records related to or payments made on account of the applicable beneficial interests in that any Global NoteDebenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c), Article 10 or specified in a Supplemental Indenture resolution of the directors of the Manager or the Corporation, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able required to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation or the Debenture Trustee will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.16(a), if a series of any series Debentures or any portion thereof are issued in the form of or is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depository or its nominee for subsequent payment (less applicable withholding tax, if any) to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any Person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4 or Article 5 or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4, at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note)Debenture) the Corporation, the Issuer, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the 15th day of the month in which the applicable Interest Payment DateDate occurs (or, if such 15th day is not a Business Day, on the first Business Day prior to such 15th day) such dates being October 15 and April 15 in respect of the Initial Debentures and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded to the Debentureholder at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. The Corporation shall deliver to the Trustee, in immediately available funds, an amount sufficient to satisfy the interest payments payable hereunder (less any tax required to be withheld therefrom) on or before the third Business Day prior to the date on which such interest payments are payable to the Debentureholders under this Section 2.14. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation, through the Trustee, is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation, through the Trustee, may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If .
(b) Notwithstanding Section 2.14(a), if a series of Debentures or any portion thereof is represented by a Global Debenture, then the delivery of all payments of interest on the Global Debenture shall be made by electronic funds transfer or other means acceptable to the Depository or its nominee, or where the Trustee is the interest payment is agent made through payable to the Trustee, in either case, by 11:00 no later than 10:00 a.m. (Toronto time) at least one Business Day prior to on the related Interest Payment Date for a Note or to the date of mailing the cheques for the day interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation, through the Trustee, and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any Person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note (except on redemption thereofredemption, when interest may at the option of the Issuer be paid upon surrender of such Note), the Issuer, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the Holder of such Note appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day (or if the Note ceases to be represented by a Global Certificate, then the tenth Business Day) prior to the applicable Interest Payment DateDate and addressed to the Holder at the Holder's last address appearing on the register (or in the case of joint Holders, to such address of one of the joint Holders), unless such Holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Datedate such interest on such Note becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentNote, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any each Note in the manner provided above, the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto Calgary time) at least one Business Day prior to the related each Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such an Interest Payment Date for such NoteDate, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global NoteCertificate, then all payments of interest on such the Global Note Certificate shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteCertificate, unless the Issuer and the Depository otherwise agree. None of the Issuer, the Trustee agreeor any agent of the Trustee for any Note represented by a Global Certificate will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in any Global Certificate or for maintaining, reviewing, or supervising any records relating to such beneficial interests.
(c) Notwithstanding Sections 2.14(athe foregoing, (i) and 2.14(b), all payments in excess of U.S.$25,000,000 $25 million (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither ; and (ii) in the event that payment must be made to the Depository, the Issuer shall remit payment to the Trustee nor Paying Agent, as applicable, by LVTS. The Trustee shall have any no obligation to disburse funds in respect of any Note pursuant to this Section 2.14(a2.14(c) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers’ Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(b), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation or the Trustee will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Trustee agreeor any agent of the Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, reviewing, or supervising any records relating to such beneficial interests.
(c) Notwithstanding Sections 2.14(aIf the Corporation chooses to make a home office payment, then it shall confirm to the Trustee that a payment has been made and each registered holder to whom such payments were made shall confirm receipt in writing of such payment to the Trustee.
(d) and 2.14(b)Should any tax be required by applicable law or administrative practice to be withheld or deducted from any payment or delivery of interest, all payments in excess of U.S.$25,000,000 premium or principal, the Corporation (or such other amount as determined from time to time by the Canadian Payments Association or any successor theretoagent acting on its behalf) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it remit in the form of uncertified cheques, be entitled to delay appropriate manner and within the time for release of such funds until such uncertified cheques shall required to the relevant governmental authority the amount required to be determined to have cleared the financial institution upon which the same are drawnwithheld or deducted.
Appears in 1 contract
Samples: Debenture Indenture (Molycorp, Inc.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in subsection 2.5(3) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in subsection 2.5(3), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic wire transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefromwithheld) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment Datepayment date and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds), provided that for any payment to be made by the Trustee Trustee, it must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such Global Note the Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic wire funds transfer or certified cheque made payable (i) to the Trustee for subsequent payment to the Depository or its nominee by 10:00 a.m. MST on behalf the Business Day before the day interest is payable. None of the Beneficial Holders Corporation, the Trustee or any agent of the applicable Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Debenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesthe Notes, except as otherwise specified provided in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4Section 2.2(b):
(a) As interest becomes due on each fully registered Note (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), ) the IssuerCorporation, either directly or through the Note Trustee or any agent of the Note Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds funds, or such other means as may be agreed to by the Note Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Note appearing on the Record Date immediately preceding registers maintained by the Note Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Note Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Note becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentNote, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation or the Note Trustee will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any each Note in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Note Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding Section (a), if the Notes of any series or any portion thereof are issued in the form of or represented by a one or more Global NoteNotes, then all payments of interest on such the Global Note Notes shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of interests in the applicable interests in that Global Note, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Note Trustee agreeor any agent of the Note Trustee for any Note issued as a Global Note will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in any Global Note or for maintaining, reviewing, or supervising any records relating to such beneficial interests.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)The Corporation authorizes the Note Trustee to convert or cause to be converted through an agent or Affiliate, all payments in excess the United States dollar cash payment on account of U.S.$25,000,000 (interest, premium, if any, or such other amount as determined from time principal payable to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds a Noteholder in respect of any the Notes, into Canadian dollars, at the rate of conversion available to the Note pursuant Trustee on the date the funds are converted, if the Noteholder so provides a written direction to Section 2.14(a) unless it has received the Note Trustee requesting its receipt in Canadian dollars. By providing the written confirmation satisfactory to it request, the Noteholder will have acknowledged and agreed that the exchange rate for one United States dollar expressed in Canadian dollars will be based on the exchange rate available to the Note Trustee on the date the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Noteare converted. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined Noteholders electing to have cleared their payments paid in Canadian dollars will have further acknowledged and agreed that any change to the financial institution upon which currency exchange rates of the same are drawnUnited States or Canada will be at the sole risk of the Noteholder and the Corporation shall not be liable for any variation on the currency exchange rate.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers’ Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4, on redemption thereofconversion, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee Trustee, acting reasonably, with the same effect as though payment had been made in the manner provided above. If .
(b) All payments of interest on the Uncertificated Debenture shall be made by electronic funds transfer or certified cheque made payable (i) to the Depository or its nominee on the day interest is payable for subsequent payment is made through to Beneficial Holders of the Trusteeapplicable Uncertificated Debenture, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by no later than 11:00 a.m. (Toronto time) at least one Montréal time on the Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the day interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable Uncertificated Debenture. None of the Corporation, the Trustee or any agent of the Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Debenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Indenture
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien 2029 Notes, Article 3 and the Series B Second Lien Notes, Article 43):
(a) As interest becomes due on each fully registered Definitive Note (except on redemption thereof, when interest may at the option of the Issuer be paid upon surrender of such Note), the Issuer, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest including any Additional Amounts (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the Holder of such Note at the close of business on the Record Date immediately preceding prior to the applicable Interest Payment DateDate and addressed to the Holder at the Holder’s last address appearing on the register (or in the case of joint Holders, to such address of one of the joint Holders), unless such Holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest including any Additional Amounts on such Note to such extent, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note in the manner provided above, the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a2.15(a) and 2.14(b2.15(b), all payments in excess of U.S.$25,000,000 $25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a2.15(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.2(3), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds by wire at least three Business Days in advance prior to being able to wire forward funds or cheques to Holders), holders and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such Global Note the Uncertificated Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteUncertificated Debenture, unless the Issuer Corporation and the Depository otherwise agree . None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Uncertificated Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Secured Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(3) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofexcept, subject to certain exceptions set forth herein including in Section 2.4(3), or at maturity or redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded to Debentureholders at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due (provided the Trustee has received applicable funding) and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds at least one Business Day prior to being able to wire funds to Holdersthe applicable Interest Payment Date), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.15(a), if a series of any series Debentures or any portion thereof are issued in the form of or is represented by a Global NoteDebenture or Book Based Only Debenture, then all payments of interest on such the Global Note Debenture or Book Based Only Debenture, as the case may be, shall be made by 11:00 a.m. electronic funds transfer or wire transfer made payable (Toronto timei) at least one to the Depository or its nominee on the day interest is payable for subsequent payment to Beneficial Holders of the applicable Global Debenture or Book Based Only Debenture, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by no later than the second Business Day prior to the related Interest Payment Date by electronic funds transfer made day interest is payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable Global Debenture. None of the Corporation, the Trustee or any agent of the Trustee for any Debenture issued as a Global Debenture or Book Based Only Debenture will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in that any Global NoteDebenture or Book Based Only Debenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Indenture
Payment of Interest. The following provisions shall apply to Notes of each series, except Except as otherwise specified provided in a Supplemental Indenture supplemental indenture relating to a particular series of Notes (andAdditional Debentures, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As as interest becomes due on each fully registered Note Debenture (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Friday Night be paid upon surrender of such Note), the IssuerDebenture) Friday Night, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the seventh Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due (provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to release cheques to holders) and if payment is made by other means (such as electronic transfer the wire of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Friday Night will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-non- receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Friday Night is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Friday Night may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment In the event that deduction or withholding on account of taxes is made through required by law or administrative practice by the Trusteerelevant government authority, by 11:00 a.m. (Toronto time) at least one Business Day prior Friday Night will promptly notify the Debentureholders of such requirement and Friday Night shall co-operate with the Debentureholders with a view to determining the related Interest Payment Date for a Note or availability to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Debentureholders of any series or any portion thereof are issued in reduced rate of withholding under the form terms of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agreerelevant tax treaty.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Trust Indenture
Payment of Interest. The following provisions provision shall apply to Notes of each seriesDebentures, except as otherwise specified in Section 2.4(b) a Supplemental Indenture resolution of the directors of the Corporation, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest on the Debentures becomes due on each fully registered Note (except interest payable at maturity, on redemption thereofconversion, when interest may or on redemption, which may, at the option of the Issuer Corporation, be paid upon presentation and surrender of such Note), Debentures) the IssuerCorporation, either directly or through the Trustee or any an agent of the Trustee, at least three (3) days prior to each date on which interest on such Debentures becomes due, shall send forward or forward cause to be forwarded by prepaid ordinary mailpost, electronic transfer of funds or such other means as may be agreed to by the Trustee, to the registered holders of Debentures appearing on the registers maintained by the Trustee as of the close of business on the tenth Business Day prior to the applicable Interest Payment Date, a cheque for or other payment of such interest (less any Taxes tax required by law to be deducted or withheld therefromdeducted) payable to the Holders order of record such Debentureholders at their last known addresses appearing on the Record Date immediately preceding appropriate register hereinbefore mentioned, or in the applicable Interest Payment Date. If payment is made by chequecase of joint holders, to the one whose name appears first on such cheque shall be forwarded at least two days prior to each Interest Payment Date and if payment is made by other means (such as electronic transfer of fundsregister, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in unless a manner whereby the Holder receives credit for such payment on the Interest Payment DateDebentureholder directs otherwise. The mailing forwarding of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebentures, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment of an interest Obligation is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related each Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such an Interest Payment Date for such NoteDate, whichever is earlier, the Issuer Corporation shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer Corporation in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Notepayment. The Debenture Trustee shall disburse such payments only upon receiving, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to each such date, funds in an amount sufficient for the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agreeinterest Obligation.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in any supplemental indenture in respect of any series of Debentures or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein or in any supplemental indenture in respect of any series of Debentures, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic wire transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If .
(b) All payments of interest on Uncertificated Debentures shall be made by wire funds transfer or certified cheque made payable (i) to the Depository or its nominee on the day interest is payable for subsequent payment is made through to Beneficial Holders of the Trusteeapplicable Uncertificated Debenture, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by 11:00 a.m. (Toronto time) at least one no later than the Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the day interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable Uncertificated Debenture. None of the Corporation, the Trustee or any agent of the Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Debenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Indenture (Canopy Growth Corp)
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note Debenture (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note)Debenture) the Corporation shall, on or before 11:00 a.m., Calgary time, on the fourth Business Day immediately prior to the applicable Interest Payment Date, deliver to the Debenture Trustee a certified cheque, bank draft or wire transfer in an amount sufficient to pay such interest as is payable in respect of such Debentures. Upon receipt of such interest payment from the Corporation, the IssuerDebenture Trustee, either directly or through the Trustee or any agent on behalf of the TrusteeCorporation, shall then send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the applicable Interest Payment DateDebenture Trustee and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made to the holder by cheque, such cheque shall be forwarded at least two days three Business Days prior to each applicable Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Debenture Trustee will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation or the Debenture Trustee is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation or the Debenture Trustee may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers' Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(c), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Advantage Oil & Gas Ltd.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the directors of AEI, on behalf of the Trust, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such Note), Debenture) the IssuerTrust, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the seventh Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of its receipt of funds prior to being able required to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Trust will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.15(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer cheque made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Trust and the Depository otherwise agree. None of the Trust, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Except as may otherwise be provided herein (including in respect of the Initial Notes) or in any supplemental indenture in respect of any series of Notes of each series, except as otherwise or specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case resolution of the Series A Second Lien NotesBoard of Directors, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option behalf of the Issuer be paid upon surrender of such Note), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, on the date the Interest Obligation is payable under the Indenture the Corporation shall pay and satisfy the applicable Interest Obligation and:
(a) shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes required by law to be deducted or withheld therefromin accordance with Section 2.15) to the Holders order of record the registered holder of such Note appearing on the Record Date immediately preceding registers maintained by the applicable Trustee at the close of business on the fifth Business Day prior to each Interest Payment Date, and if by cheque addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If Provided the Trustee is in receipt of funds from the Corporation prior to making any payment, if payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Note becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or Tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentNote, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt nonreceipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, including any interruption in mail service) from making payment of any interest due on any each Note in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above.
(b) If a series of Notes is represented by one or more Global Notes or Book Based Only Notes, then all payments of interest on the Global Notes or Book Based Only Notes shall be made by electronic funds transfer or cheque made payable to the Depository or its nominee on the day interest is payable for subsequent payment to Beneficial Holders of interests in the applicable Global Note or Book Based Only Note, unless the Corporation and the Depository otherwise agree. None of the Corporation, the Trustee or any agent of the Trustee for any Note issued as a Global Note or Book Based Only Note will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in any Global Note or Book Based Only Note or for maintaining, reviewing, or supervising any records relating to such beneficial interests.
(c) If payment is made through the Trustee, by 11:00 9:00 a.m. (Toronto Vancouver time) at least one five Business Day Days prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such NoteDate, whichever is earlier, the Issuer Corporation shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer Corporation in order to effect payment of such interest payment applicable Interest Obligation hereunder.
(bd) So long as The Trustee is authorized by the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all Corporation to make payments of interest on such Global Note shall be made by 11:00 a.m. interest, premium (Toronto timeif any) at least one Business Day prior and principal to the related Interest Payment Date holders, by electronic funds transfer made transfer, upon the request of such holder and the Trustee's fees payable to in respect thereof will be for the Trustee for subsequent payment to the Depository on behalf account of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agreeCorporation.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Secured Note Indenture (Joway Health Industries Group Inc)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the directors of the Administrator, on behalf of the Trust, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such Note), Debenture) the IssuerTrust, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register (or in the case of joint holders, to such address of one of the joint holders), unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due, provided the Debenture Trustee must receive confirmation of its receipt of funds prior to being required to wire funds to holders. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Trust will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Debenture Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related each Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such an Interest Payment Date for such NoteDate, whichever is earlier, the Issuer Trust shall deliver sufficient funds to the Debenture Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Debenture Trustee and the Issuer Trust in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note. The Debenture Trustee shall disburse such interest payments only upon receiving, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to each such date, funds in an amount sufficient for the related Interest Payment Date by electronic funds transfer made payable to interest payment. Notwithstanding the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Noteforegoing, unless the Issuer and the Trustee agree.
(ci) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 $25 million in Canadian dollars (or such other amount as determined from time to time by the Canadian Payments Association or any successor theretoAssociation) shall be made by the use of the LVTSLVTS (as defined herein); and (ii) in the event that payment must be made to the Depository, the Trust shall remit payment to the Debenture Trustee by LVTS (as defined herein). Neither the The Debenture Trustee nor Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to Section 2.14(athis section 2.15(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Debenture Trustee or Paying Agent, as applicable, shall, if it accepts any funds are received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
(b) Notwithstanding Section 2.15(a), if a series of Debentures or any portion thereof is represented by a Global Debenture, then all payments of interest on the Global Debenture shall be made by electronic funds transfer or cheque made payable to the Depository or its nominee for subsequent payment to Beneficial Holders of interests in that Global Debenture, unless the Trust and the Depository otherwise agree. None of the Trust, the Debenture Trustee or any agent of the Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, reviewing, or supervising any records relating to such beneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions (a) Subject to paragraphs (b) and (c) below, and (except at maturity, when interest shall apply to Notes be paid upon the surrender of each series, except as otherwise specified in a Supplemental Indenture relating to a particular any series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option of the Issuer be paid upon surrender of such Notefor payment), the IssuerCompany shall, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders of record on the Record Date immediately preceding the applicable Interest Payment Date. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date and if payment is made in respect of such series of Notes, cause to be sent by prepaid ordinary mail to each Holder on the Interest Accrual Date corresponding to such Interest Payment Date a cheque or by other transfer of funds by such means as may be considered appropriate by the Trustee for the amount of interest to be paid on the Interest Payment Date (less any Canadian Taxes required by law to be withheld or deducted therefrom) payable to the order of the Holder and addressed to it at its last address or account, as the case may be, appearing on the register, unless the Holder otherwise directs. In the case of joint Holders, the cheque or other such transfer of funds shall be payable or issued to the order of all such joint Holders and addressed to them at the last address or account appearing on the register, as electronic the case may be, unless such joint Holders otherwise direct. If more than one address or account appears on the register in respect of such joint Holders, the cheque or other such transfer of funds, provided as the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders)case may be, such payment shall be made in a manner whereby mailed or delivered, as the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shallcase may be, to the extent of the sum represented thereby, plus the amount of any Taxes deducted first address or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extent, unless in the case of payment by cheque, such cheque is not paid at par on presentationaccount so appearing. In the event of non-receipt by the Holder of any cheque or funds for or other payment of interest by the Person to whom it is so sent as aforesaidinterest, the Issuer shall issue Company will cause to such Person be issued to the Holder a replacement cheque or other payment such replacement transfer of funds for a like amount upon being furnished with such evidence of non-receipt as it and the Trustee shall reasonably require and upon the Company and the Trustee being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note in the manner provided above, the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunderacting reasonably.
(b) So long as The Company may extend the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments payment of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to extending the related Interest Payment Date by electronic funds transfer made payable in accordance with Section 2.4 and shall be deemed to the Trustee for subsequent payment so defer whenever it fails to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agreepay interest under paragraph (a) or (c).
(c) Notwithstanding Sections 2.14(a) and 2.14(b)The Company may, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agentits discretion, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount elect to pay any interest, including Deferred Interest, by making a Share Payment Election in full all amounts due and payable accordance with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnSection 2.6.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers' Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation, either directly or through the Trustee or any agent of the Trustee, will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee Trustee, acting reasonably, with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation, the Trustee and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any Person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. (1) The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.5(3) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.5(3), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If .
(b) All payments of interest on the Uncertificated Debenture shall be made by electronic funds transfer or certified cheque made payable (i) to the Depository or its nominee on the day interest is payable for subsequent payment is made through to Beneficial Holders of the Trusteeapplicable Uncertificated Debenture, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by no later than 11:00 a.m. (Toronto time) at least one time on the Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the day interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable Uncertificated Debenture. None of the Corporation, the Trustee or any agent of the Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Debenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise specified provided in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4Section 2.2(c):
(a) As interest becomes due on each fully registered Note Debenture (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note)Debenture) the Corporation shall, on or before 11:00 a.m., Calgary time, on the fourth (4th) Business Day immediately prior to the applicable Interest Payment Date, deliver to the Debenture Trustee a certified cheque, bank draft or wire transfer in an amount sufficient to pay such interest as is payable in respect of such Debentures. Upon receipt of such interest payment from the Corporation, the IssuerDebenture Trustee, either directly or through the Trustee or any agent on behalf of the TrusteeCorporation, shall then send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the applicable Interest Payment DateDebenture Trustee and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made to the holder by cheque, such cheque shall be forwarded at least two days three (3) Business Days prior to each applicable Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Debenture Trustee will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation or the Debenture Trustee is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation or the Debenture Trustee may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding Section 2.11(a), if the Notes of any series or any portion thereof Debentures are issued in the form of or represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of interests in the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any Person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Transglobe Energy Corp)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the directors of PEOC, on behalf of the Board of Directors, an Officers' Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such Note), Debenture) the IssuerTrust, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Trust will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.15(a), if a series of any series Debentures or any portion thereof are issued in the form of or is represented by a Global NoteDebenture, then than all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Trust and the Depository otherwise agree. None of the Trust, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Perpetual Energy Inc.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.3(a) or elsewhere in this Indenture or specified in a Supplemental Indenture Board Resolution, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion, at maturity or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly (which shall be confirmed by the Corporation by Officer’s Certificate pursuant to Section 2.3(c)), or through the Trustee or any agent of the Trustee, shall send or forward a cheque by prepaid ordinary mail, wire, electronic transfer of funds or such other means as may be agreed to by the TrusteeTrustee and, if applicable, deliver the Shares, pursuant to Section 2.3(c), in payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee as at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register (or in the case of joint holders, to such address of one of the joint holders), unless such holder otherwise directs in writing to the Trustee in advance. If cash payment is made by cheque, such cheque shall be forwarded at least two three days prior to each the Interest Payment Date and if payment is made by other means (means, such as wire or electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Date. If payment is made through the Trustee, at least on or before 11:00 am (Vancouver time) one Business Day prior to each Interest Payment Date or prior to the date of mailing the cheques for the interest due on an Interest Payment Date, whichever is earlier, the Corporation shall deliver sufficient funds to the Trustee by wire transfer or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Corporation in order to effect such interest payment hereunder. The Trustee shall disburse such interest payments only upon receiving, at least one Business Day prior to each such date, funds in an amount sufficient for the interest payment. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding the Notes of any series or any portion thereof are issued in the form of or represented by a Global Noteforegoing, then all payments made to a Debentureholder that is a member of interest on such Global Note the QRC Group or the WHSP Group shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic wire transfer in immediately available funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of in accordance with the applicable interests in that Global Notewire instructions attached hereto as Schedule “E”, unless or such wire instructions as such Debentureholder may direct the Issuer Corporation and the Trustee agreein writing from time to time.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the The Trustee nor Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to this Section 2.14(a) 2.10 unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds are received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Trust Indenture (NexGen Energy Ltd.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the directors of HOC, on behalf of the Trust, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such Note), Debenture) the IssuerTrust, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Trust will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.15(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Trust and the Depository otherwise agree. None of the Trust, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers’ Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As Subject to the terms of the applicable series of Debentures, as interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4, on redemption thereofconversion, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date set forth for the relevant series of Debentures in respect of the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee Trustee, acting reasonably, with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by On or prior to 11:00 a.m. (Toronto time) at least one Eastern time on the Business Day prior to the related earlier of: (i) any Interest Payment Date for a Note Date, or the day cheques are required to be mailed in accordance with this Section 2.15, the date of mailing Corporation shall deposit with the cheques for Trustee money sufficient to pay the interest full amount due on such the relevant Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunderDate.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest in cash on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Trustee Depository otherwise agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Subsection 2.4(c) with respect to the Initial Debentures, as permitted by Article 10 or specified in an Officer’s Certificate or a Supplemental Indenture supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer REIT be paid upon surrender of such Note), Debenture) the IssuerREIT, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall will send or forward by prepaid ordinary mail, electronic transfer of funds funds, or such other means as may be agreed acceptable to by the Trusteeparties, payment of such interest (less any Taxes required by law to be deducted or withheld therefromapplicable withholding taxes, if any) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall will be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due (and, if such cheque is to be mailed by the Debenture Trustee, the REIT will deliver to the Debenture Trustee the amount required to be paid by the Debenture Trustee one Business Day prior to the date on which the Debenture Trustee is required to mail such cheque) and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must will receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall will be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shallwill, to the extent of the sum represented thereby, plus the amount of any Taxes tax withheld or deducted or withheld as aforesaidaforesaid and remitted to the proper tax authority, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall REIT or the Debenture Trustee will issue to such Person person a replacement cheque or other payment for a like the amount upon being furnished with such evidence of non-receipt as it shall reasonably require requires and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer REIT is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer REIT may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Subsection 2.15(a), if a series of any series Debentures is represented, in whole or any portion thereof are issued in the form of or represented part, by a Global NoteDebenture or Book-Based Only Debenture, then all payments of interest (less applicable withholding taxes, if any) on such the Global Note shall Debenture or Book-Based Only Debenture will be made by 11:00 a.m. (Toronto time) at least one Business Day prior electronic funds transfer, or cheque, to the related Interest Payment Date by electronic funds transfer made payable to the Trustee Depositary or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture or Book-Based Only Debenture, unless the Issuer REIT and the Depositary otherwise agree. The REIT will pay such funds to the Debenture Trustee agree.
on or before 9:00 a.m. (cVancouver time) Notwithstanding Sections 2.14(a) and 2.14(b)on the Business day immediately prior to the applicable Interest Payment Date. None of the REIT, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association Debenture Trustee or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture or Book- Based Only Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or Book-Based Only Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise specified provided in Section 2.3(a) or elsewhere in this Indenture or a Supplemental Indenture supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion, at maturity or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly (which shall be confirmed by the Corporation by Officer’s Certificate pursuant to Section 2.3(c)), or through the Trustee or any agent of the Trustee, shall send or forward a cheque by prepaid ordinary mail, wire, electronic transfer of funds or such other means as may be agreed to by the Trustee, in accordance with those wire or other payment instructions provided by the applicable Debentureholder to the Corporation and the Trustee in writing from time to time, and, if applicable, deliver the Shares, pursuant to Section 2.3(c), in payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee as at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register (or in the case of joint holders, to such address of one of the joint holders), unless such holder otherwise directs in writing to the Trustee in advance. If cash payment is made by cheque, such cheque shall be forwarded at least two three days prior to each the Interest Payment Date and if payment is made by other means (means, such as wire or electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Date. If payment is made through the Trustee, at least on or before 11:00 am (Vancouver time) one Business Day prior to each Interest Payment Date or prior to the date of mailing the cheques for the interest due on an Interest Payment Date, whichever is earlier, the Corporation shall deliver sufficient funds to the Trustee by wire transfer or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Corporation in order to effect such interest payment hereunder. The Trustee shall disburse such interest payments only upon receiving, at least one Business Day prior to each such date, funds in an amount sufficient for the interest payment. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the The Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to this Section 2.14(a) 2.10 unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds are received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Trust Indenture (NexGen Energy Ltd.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(4) or: (i) with respect to minor administrative matters or typographical errors, as specified in a resolution of the Board of Directors, an Officer’s Certificate, or (ii) as otherwise specified in a Supplemental Indenture supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(4), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders) and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding Section 2.15(1)(a), if the Notes of any series or any portion thereof Debentures are issued in the form of or represented by a Global NoteDebenture or otherwise registered in the name of CDS or its nominee, then all payments of interest on such Global Note Debentures shall be made on such Interest Payment Date by 11:00 a.m. (Toronto time) at least one wire transfer or cheque made payable to the Depository or its nominee for subsequent payment to Beneficial Holders of interests in the applicable Global Debenture, unless the Corporation and the Depository otherwise agree. If the Corporation wishes to have the Trustee act as interest paying agent, funds must be delivered to the Trustee no later than the Business Day prior to the related Interest Payment Date by electronic funds transfer made day interest is payable to the Depository. None of the Corporation, the Debenture Trustee or any agent of the Debenture Trustee for subsequent payment any Debenture issued as a Global Debenture will be liable or responsible to the Depository on behalf any person for any aspect of the Beneficial Holders records related to or payments made on account of the applicable beneficial interests in that any Global NoteDebenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Siyata Mobile Inc.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Subsection 2.4(c) with respect to the Initial Debentures or specified in an Officer’s Certificate or a Supplemental Indenture supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall will send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall will be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall will be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shallwill, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation or the Debenture Trustee will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require requires and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Subsection 2.15(a), if a series of any series Debentures is represented, in whole or any portion thereof are issued in the form of or represented part, by a Global NoteDebenture, then all payments of interest on such the Global Note shall Debenture must be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depositary or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depositary otherwise agree. The Corporation will pay such funds to the Debenture Trustee agree.
on or before 11:00 a.m. (cMontréal time) Notwithstanding Sections 2.14(a) and 2.14(b)on the Business day immediately prior to the Interest Payment Date. None of the Corporation, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association Debenture Trustee or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Trust Indenture (Boralex Inc.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers' Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(c), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds one Business Day prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld and remitted to the appropriate governmental authority as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such Global Note the Uncertificated Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders Owners of the applicable interests in that Global NoteUncertificated Debenture, unless the Issuer Corporation and the Trustee Depository otherwise agree.
. On or before 11:00 a.m. (cCalgary time) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined on the Business Day immediately prior to each Interest Payment Date for Uncertificated Debentures outstanding from time to time by under this Indenture, the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither Corporation will deliver to the Trustee nor Paying Agent, as applicable, shall have any obligation a certified cheque or wire transfer in an amount sufficient to disburse funds pay the cash amount payable in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to interest on such Uncertificated Debentures on such Interest Payment Date Date, provided the Corporation may elect to satisfy this requirement by providing the Trustee with a cheque for such Noteamounts required under this Section 2.14(b) post-dated to the applicable Interest Payment Date. The None of the Corporation, the Trustee or Paying Agentany agent of the Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in any Uncertificated Debenture or for maintaining, as applicablereviewing, shall, if it accepts or supervising any funds received by it in the form of uncertified cheques, be entitled records relating to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the directors of the Corporation, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the seventh Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able required to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.15,(a) if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest on the Global Debenture representing such Global Note Debentures shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by certified cheque, bank draft or electronic transfer of funds transfer made payable to the Trustee Depository or its nominee for subsequent payment to by the Depository on behalf of the to Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. Provided the Corporation has made the payment of amounts due on maturity of the Global Debentures to the Depository as contemplated herein, none of the Corporation, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. (1) The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(3) with respect to the Initial Debentures or specified in a Supplemental Indenture resolution of the Managers, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(3), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Company be paid upon surrender of such NoteDebenture), the IssuerCompany, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders) and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Company will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Company is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Company may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise specified in Section 2.4 or in a Supplemental Indenture resolution of the directors, Officers' Certificate or supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except at maturity or on redemption thereofredemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Indenture Trustee or any agent of the Indenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Indenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately registers maintained by the Indenture Trustee at the close of business on the last Business Day of the month preceding the month of the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, cheque such cheque shall be forwarded at least two days one Business Day prior to each the Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Indenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture for the applicable period, unless in the case of payment by cheque, such cheque is be not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Indenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlierFor greater certainty, the Issuer shall deliver sufficient funds to Indenture Trustee will only make payment when fully funded by the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunderCorporation.
(b) So long as the Notes Notwithstanding Section 2.15(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global Noteone or more global Debentures, then all payments of interest on such Global Note the global Debentures shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to on or before the related Interest Payment Date by electronic funds transfer made payable to the Trustee Depository or its nominee by 10:00 a.m. (Calgary time) for subsequent payment to the Depository on behalf holders of the Beneficial Holders of the applicable interests in that Global Noteglobal Debenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Indenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)or any agent of the Indenture Trustee for any Debenture issued as a global Debenture will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in any global Debenture or for maintaining, all payments in excess of U.S.$25,000,000 (reviewing, or supervising any records relating to such other amount as determined from time to time beneficial interests. For greater certainty, the Indenture Trustee will only make payment when fully funded by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnCorporation.
Appears in 1 contract
Samples: Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or ARTICLE V or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(c), at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.14(a), if a series of any series Debentures or any portion thereof are issued in the form of or is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Brigus Gold Corp.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the Directors, a Certificate of the Company or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofredemption, when interest may at the option of the Issuer Company be paid upon surrender of such Note), Debenture) the IssuerCompany, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each Interest Payment Date and if payment is made or by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders)holders, such payment shall be made in a manner whereby the Holder receives credit for such payment forwarded at least three Business Days prior to each date on the Interest Payment Datewhich interest becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Company or the Debenture Trustee will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Company is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Company may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.13(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer to the Debenture Trustee or any paying agent, or cheque made payable to the Trustee Depository or its nominee, for subsequent payment (less applicable withholding taxes, if any) to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture prior to the day interest is payable, unless the Issuer Company and the Depository otherwise agree (upon prior written notice to the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(bany such paying agent). None of the Company, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association Debenture Trustee or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Unit Notes or Coupon Notes, Article 3 and the Series B Second Lien Notes, Article 43):
(a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option of the Issuer be paid upon surrender of such Note), the Issuer, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest including any Additional Amounts (less any Taxes required by law to be deducted or withheld therefrom) to the Holders of record on the Record Date immediately preceding the applicable Interest Payment Date. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest including any Additional Amounts on such Note to such extent, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note in the manner provided above, the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 $25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.3(a) or elsewhere in this Indenture or specified in a Supplemental Indenture Board Resolution, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion, at maturity or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly (which shall be confirmed by the Corporation by Officer's Certificate pursuant to Section 2.3(c)), or through the Trustee or any agent of the Trustee, shall send or forward a cheque by prepaid ordinary mail, wire, electronic transfer of funds or such other means as may be agreed to by the TrusteeTrustee and the delivery of the Shares pursuant to Section 2.3(c), payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee and the delivery at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register (or in the case of joint holders, to such address of one of the joint holders), unless such holder otherwise directs in writing to the Trustee in advance. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each the Interest Payment Date and if payment is made by other means (such as wire or electronic transfer of funds, provided the Trustee must receive confirmation of its receipt of funds prior to being able required to wire electronically transfer funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-non- receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by at least on or before 11:00 a.m. am (Toronto Vancouver time) at least one Business Day prior to the related each Interest Payment Date for a Note or prior to the date of mailing the cheques for the interest due on such an Interest Payment Date for such NoteDate, whichever is earlier, the Issuer Corporation shall deliver sufficient funds to the Trustee by wire or electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer Corporation in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note. The Trustee shall disburse such interest payments only upon receiving, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to each such date, funds in an amount sufficient for the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agreeinterest payment.
(cb) Notwithstanding Sections 2.14(a) and 2.14(b)the foregoing, all payments in excess of U.S.$25,000,000 C$25 million to a Debentureholder (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the .
(c) The Trustee nor Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to this Section 2.14(a) 2.10 unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds are received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien 2026 Notes, Article 3 and the Series B Second Lien Notes, Article 43):
(a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option of the Issuer be paid upon surrender of such Note), the Issuer, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest including any Additional Amounts (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the Holder of such Note at the close of business on the Record Date immediately preceding prior to the applicable Interest Payment DateDate and addressed to the Holder at the Holder’s last address appearing on the register (or in the case of joint Holders, to such address of one of the joint Holders), unless such Holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest including any Additional Amounts on such Note to such extent, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note in the manner provided above, the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto Vancouver time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto Vancouver time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a2.15(a) and 2.14(b2.15(b), all payments in excess of U.S.$25,000,000 $25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a2.15(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers’ Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(b), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the applicable record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in In the case of any Contingent Write-Down, the Series A Second Lien Notes, Article 3 Issuer will pay any accrued and the Series B Second Lien Notes, Article 4):
(a) As unpaid interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option that portion of the Issuer be paid upon surrender outstanding principal amount of the Written-Down Notes deemed to have been written down and cancelled (the “Written-Down Amount”) if and only to the extent that such interest accrued to the Holders thereof on or before the day prior to the date of the relevant Write-Down Notice. Payment of such Note)accrued and unpaid interest, the Issuer, either directly or through the Trustee or any agent of the Trusteeif any, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by made in cash on the Trustee, payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) relevant Write-Down Date to the Holders of record Written-Down Notes on the Record Date immediately preceding the applicable Interest Payment Write-Down Date. If payment is made by cheque, such cheque which shall be forwarded the record date for purposes of such payment, in accordance with a timetable to be coordinated with TASE in light of the Applicable Procedures and TASE Clearing House bylaws in effect at least two days prior to each Interest Payment Date such time, and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy deemed final and discharge all liability for interest on such Note to such extent, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other absolute payment of interest by all the Person Issuer’s obligations to whom it is so sent as aforesaid, the Issuer shall issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note in the manner provided above, the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds Written-Down Notes in respect of the Written-Down Amount. Written-Down Amounts shall no longer bear interest or be subject to repayment, and no Holder of Written-Down Notes, or the Trustee acting on any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that such Holder’s behalf, will have any rights against the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable Issuer with respect to such Interest Payment Date for such Note. The Trustee the payment of principal or Paying Agent, as applicable, shall, if it accepts interest or any funds received by it other amount on or in the form of uncertified cheques, be entitled to delay the time for release respect of such funds until Written-Down Amount or any other obligation in respect of the Written-Down Amount, subject to any recovery of principal. For the avoidance of doubt, interest on the outstanding principal amount of the Written-Down Notes not deemed to have been written down and cancelled shall continue to accrue and such uncertified cheques interest and principal shall be determined to have cleared payable on the financial institution upon which the same are drawnrelevant payment dates.
Appears in 1 contract
Samples: Indenture
Payment of Interest. The following provisions shall apply to Notes of each series, except Except as otherwise specified provided in a Supplemental Indenture supplemental indenture relating to a particular series of Notes (andAdditional Debentures, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As as interest becomes due on each fully registered Note Debenture (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Friday Night be paid upon surrender of such Note), the IssuerDebenture) Friday Night, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the seventh Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by chequecheque or certificates representing Common Shares (as contemplated by Section 2.4(f) hereof), such cheque or share certificates, as applicable, shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer the wire of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or share certificates or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Friday Night will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Friday Night is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Friday Night may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment In the event that deduction or withholding on account of taxes is made through required by law or administrative practice by the Trusteerelevant government authority, by 11:00 a.m. (Toronto time) at least one Business Day prior Friday Night will promptly notify the Debentureholders of such requirement and Friday Night shall co-operate with the Debentureholders with a view to determining the related Interest Payment Date for a Note or availability to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Debentureholders of any series or any portion thereof are issued in reduced rate of withholding under the form terms of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agreerelevant tax treaty.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.”
Appears in 1 contract
Samples: Supplemental Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(3) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(3), on redemption thereofconversion, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders) and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such Global Note the Uncertificated Debentures held in CDS shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable (i) to the Depository or its nominee on the day interest is payable for subsequent payment to Beneficial Holders of the applicable Uncertificated Debenture, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by no later than 11:00 a.m. Toronto time on the Business Day prior to the day interest is payable for subsequent payment to the Depository on behalf Depository. None of the Beneficial Holders Corporation, the Trustee or any agent of the applicable Trustee for any Debenture issued as an Uncertificated Debenture held in CDS will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Debenture held in CDS or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each series, except (a) Except as may otherwise be provided herein or in any supplemental indenture or specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case resolution of the Series A Second Lien NotesBoard of Directors, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option behalf of the Issuer be paid upon surrender of such Note), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, on the date the Interest Obligation is payable under the Indenture the Corporation shall pay and satisfy the applicable Interest Obligation and:
(i) shall, either through the Trustee or any agent of the Trustee, send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes taxes required by law to be deducted or withheld therefromin accordance with Section 2.12) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately registers maintained by the Trustee at the close of business on the last Business Day preceding the month of the applicable Interest Payment Date, and if by cheque addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If Provided the Trustee is in receipt of funds from the Corporation prior to making any payment, if payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above.
(ii) If the Debentures are represented by one or more Global Debentures or NCI System Debentures, then all payments of interest on the Global Debentures or NCI System Debentures shall be made by electronic funds transfer, certified cheque or other means acceptable to the Trustee made payable to the Depository or its nominee on the day interest is payable for subsequent payment to Beneficial Holders of interests in the applicable Global Debenture or NCI System Debenture, unless the Corporation and the Depository otherwise agree. None of the Corporation, the Trustee or any agent of the Trustee for any Debenture issued as a Global Debenture or NCI System Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in any Global Debenture or NCI System Debenture or for maintaining, reviewing, or supervising any records relating to such beneficial interests.
(iii) If payment is made through the Trustee, by 11:00 9:00 a.m. (Toronto time) at least one four Business Day Days prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlierDebenture, the Issuer Corporation shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer Corporation in order to effect such interest payment hereunder.
(biv) So long as The Trustee is authorized by the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all Corporation to make payments of interest on such Global Note shall be made by 11:00 a.m. interest, premium (Toronto timeif any) at least one Business Day prior and principal to the related Interest Payment Date holders, by electronic funds transfer made transfer, upon the request of such holder and the Trustee’s fees payable to in respect thereof will be for the Trustee for subsequent payment to the Depository on behalf account of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agreeCorporation.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Convertible Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers’ Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(c), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Anderson Energy LTD)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the directors of SEL, on behalf of the Trust, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such Note), Debenture) the IssuerTrust, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of its receipt of funds prior to being able required to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Trust will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall shall, reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.15(a), if a series of any series Debentures or any portion thereof are issued in the form of or is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic transfer of funds transfer or cheque made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Trust and the Depository otherwise agree. None of the Trust, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions (a) Subject to subsections (b) and (c) below, (and except at maturity, when interest shall apply to Notes be paid upon the surrender of each series, except as otherwise specified in a Supplemental Indenture relating to a particular any series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option of the Issuer be paid upon surrender of such Notefor payment), the IssuerCorporation shall, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders of record on the Record Date immediately preceding the applicable Interest Payment Date. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date and if payment is made in respect of such series of Notes, cause to be sent by prepaid ordinary mail to each Holder a cheque or by other transfer of funds by such means as may be considered appropriate by the Trustee for the amount of interest to be paid on the Interest Payment Date (less any Canadian Taxes required by law to be withheld or deducted therefrom) payable to the order of the Holder and addressed to it at its last address or account, as the case may be, appearing on the register, unless the Holder otherwise directs. In the case of joint Holders, the cheque or other such transfer of funds shall be payable or issued to the order of all such joint Holders and addressed to them at the last address or account appearing on the register, as electronic the case may be, unless such joint Holders otherwise direct. If more than one address or account appears on the register in respect of such joint Holders, the cheque or other such transfer of funds, provided as the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders)case may be, such payment shall be made in a manner whereby mailed or delivered, as the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shallcase may be, to the extent of the sum represented thereby, plus the amount of any Taxes deducted first address or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extent, unless in the case of payment by cheque, such cheque is not paid at par on presentationaccount so appearing. In the event of non-receipt by the Holder of any cheque or funds for or other payment of interest by the Person to whom it is so sent as aforesaidinterest, the Issuer shall issue Corporation will cause to such Person be issued to the Holder a replacement cheque or other payment such replacement transfer of funds for a like amount upon being furnished with such evidence of non-receipt as it and the Trustee shall reasonably require and upon the Corporation and the Trustee being indemnified to its satisfaction, acting reasonably. Notwithstanding Concurrent with the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment mailing of any interest due on any Note in the manner provided abovesuch funds to each Holder, the Issuer may make payment Corporation shall provide evidence of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as The Corporation may extend the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments payment of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to extending the related Interest Payment Date by electronic funds transfer made payable in accordance with section 2.4 and shall be deemed to the Trustee for subsequent payment so defer whenever it fails to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agreepay interest under subsection (a) or (c).
(c) Notwithstanding Sections 2.14(a) and 2.14(b)The Corporation may, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agentits discretion, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount elect to pay any interest, including Deferred Interest, by making a Share Payment Election in full all amounts due and payable accordance with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnsection 2.6.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.2(3), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds by wire at least three Business Days in advance prior to being able to wire forward funds or cheques to Holders), holders and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such Global Note the Uncertificated Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteUncertificated Debenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any Person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Uncertificated Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Secured Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the directors of SEL, on behalf of the Trust, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such Note), Debenture) the IssuerTrust, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of its receipt of funds prior to being able required to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Trust will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall shall, reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.15(a), if a series of any series Debentures or any portion thereof are issued in the form of or is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic transfer of funds transfer or cheque made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Trust and the Depository otherwise agree. None of the Trust, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.3(a) or elsewhere in this Indenture or specified in a Supplemental Indenture Board Resolution, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion, at maturity or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly (which shall be confirmed by the Corporation by Officer’s Certificate pursuant to Section 2.3(c)), or through the Trustee or any agent of the Trustee, shall send or forward a cheque by prepaid ordinary mail, wire, electronic transfer of funds or such other means as may be agreed to by the TrusteeTrustee and, if applicable, deliver the Shares, pursuant to Section 2.3(c), in payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee as at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register (or in the case of joint holders, to such address of one of the joint holders), unless such holder otherwise directs in writing to the Trustee in advance. If cash payment is made by cheque, such cheque shall be forwarded at least two three days prior to each the Interest Payment Date and if payment is made by other means (means, such as wire or electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Date. If payment is made through the Trustee, at least on or before 11:00 am (Vancouver time) one Business Day prior to each Interest Payment Date or prior to the date of mailing the cheques for the interest due on an Interest Payment Date, whichever is earlier, the Corporation shall deliver sufficient funds to the Trustee by wire transfer or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Corporation in order to effect such interest payment hereunder. The Trustee shall disburse such interest payments only upon receiving, at least one Business Day prior to each such date, funds in an amount sufficient for the interest payment. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding the Notes of any series or any portion thereof are issued in the form of or represented by a Global Noteforegoing, then all payments made to a Debentureholder that is a member of interest on such Global Note the QRC Group or the WHSP Group shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic wire transfer in immediately available funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of in accordance with the applicable interests in that Global Notewire instructions attached hereto as Schedule “E”, unless or such wire instructions as such Debentureholder may direct the Issuer Corporation and the Trustee agreein writing from time to time.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the The Trustee nor Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to this Section 2.14(a) 2.10 unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds are received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option of the Issuer be paid upon surrender of such Note), the Issuer, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest including any Additional Amounts (less any Taxes taxes required by law to be deducted or withheld therefrom) to the Holders order of record the Holder of such Note at the close of business on the Record Date immediately preceding prior to the applicable Interest Payment DateDate and addressed to the Holder at the Holder’s last address appearing on the register (or in the case of joint Holders, to such address of one of the joint Holders), unless such Holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest including any Additional Amounts on such Note to such extent, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note in the manner provided above, the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer on the applicable Interest Payment Date, or on the date of mailing the certified cheque cheques for the interest due on such Interest Payment Date, in each case by 9:00 a.m. (Toronto time), or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 9:00 a.m. (Toronto time) at least one Business Day prior to on the related applicable Interest Payment Date by electronic funds transfer made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.Depository otherwise agree.
(c) Notwithstanding Sections 2.14(a2.18(a) and 2.14(b2.18(b), all payments in excess of U.S.$25,000,000 $25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the The Trustee nor or Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to Section 2.14(a2.18(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers’ Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(b), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following Subject to the provisions shall apply to Notes of each seriesSection 2.1(g), except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofexcept, subject to certain exceptions set forth herein including conversion, when interest may at the option of the Issuer Company be paid upon surrender of such NoteDebenture), the IssuerCompany, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the applicable Interest Payment DateRecord Date and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Date. The Trustee shall only mail in advance of any Interest Payment Date if it is already in clear receipt of the funds which it is forwarding. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Company will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Company is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Company may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is In respect of Uncertificated Debentures, all payments of cash interest shall be made through by wire funds transfers made payable: (i) to the TrusteeDepository or its nominee, unless the Company and CDS otherwise agree; or (ii) if the Company wishes to have the Trustee act as interest paying agent, to the Trustee by no later than 11:00 a.m. (Toronto time) at least one on the Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Depositary for payment to Beneficial Holders of the applicable Uncertificated Debenture via its participants. None of the Company, the Trustee or any agent of the Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in any Uncertificated Debenture or for maintaining, reviewing, or supervising any records relating to such beneficial interests. For greater certainty, it is acknowledged and agreed that Global Note, unless the Issuer and under no circumstances will the Trustee agreebe responsible for any tax withholding which may be required in connection with the Debentures. It is further acknowledged and agreed that any tax withholding in connection with the Uncertificated Debentures will be done by Participants of CDS, in accordance with their customary practices and procedures.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Poet Technologies Inc.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in subsection 2.5(3) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in subsection 2.5(3), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic wire transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding Section 2.16(a), if the Notes of any series or any portion thereof Debentures are issued in the form of or represented by a Global NoteCertificate or otherwise registered in the name of the Depository or its nominee, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. wire funds transfer or certified cheque made payable (Toronto timei) at least one to the Depository or its nominee on the day interest is payable for subsequent payment to Beneficial Holders of the applicable Global Debenture, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by no later than the Business Day prior to the related Interest Payment Date by electronic funds transfer made day interest is payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable Global Debenture. None of the Corporation, the Trustee or any agent of the Trustee for any Debenture issued as an Global Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in that any Global NoteDebenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or in Article 10 of this Indenture or specified in a Supplemental Indenture resolution of the directors, Officer’s Certificate or supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except at maturity or on redemption thereofredemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the TrusteeTrustee and the Debentureholder, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each Interest Payment Date as soon as practicable following the date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is be not paid at par on presentation. In the event of non-non receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-non receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as None of the Notes of any series Corporation, the Trustee or any portion thereof are agent of the Trustee for any Debenture issued in the form of or represented by as a Global NoteDebenture will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, then reviewing, or supervising any records relating to such beneficial interests. Any paying agent with respect to the Debentures shall hold in trust for the benefit of the Debentureholders or the Trustee all payments sums held by such paying agent for the payment of interest on such Global Note the Debentures, and shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable give to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect notice of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that default by any obligor upon the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it Debentures in the form making of uncertified cheques, be entitled to delay the time for release of any such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnpayment.
Appears in 1 contract
Samples: Trust Indenture (MDC Partners Inc)
Payment of Interest. The following provisions Interest Rights Reserved Interest on any Security which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall apply be paid (in the case of a Bearer Security) to Notes the bearer thereof and (in the case of each seriesa Registered Security) to the Person in whose name that Registered Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest. Payment of interest, except if any, in respect of any Registered Security will be made by check mailed to the address of the Person entitled thereto as otherwise specified such person's address appearing in a Supplemental Indenture relating to a particular series the Security Register. Payment of Notes (andinterest, if any, in respect of any Registered Security may also be made, in the case of a Holder of at least U.S. $1,000,000 (or the Series A Second Lien Notesequivalent thereof in other currencies) aggregate principal amount of Registered Securities, Article 3 and payment of interest, if any, in respect of a Global Registered Security shall be made, by wire transfer to an account denominated in the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at same currency as the option of relevant Securities maintained by the Issuer be paid upon surrender of Holder with a bank in the country in whose currency the relevant Securities are denominated; provided that such Note), the Issuer, either directly or through Holder elects payment by wire transfer by giving written notice to the Trustee or any agent of a Paying Agent to such effect designating such account no later than 15 days immediately preceding the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds relevant due date for payment (or such other means date as the Trustee may be agreed to by the Trusteeaccept in its discretion. Any interest on any Security of any series which is payable but is not punctually paid or duly provided for, payment of such interest (less on any Taxes required by law to be deducted or withheld therefrom) to the Holders of record on the Record Date immediately preceding the applicable Interest Payment Date. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means herein called "Defaulted Interest") shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extent, unless in the case of payment by chequeRegistered Securities, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person forthwith cease to whom it is so sent as aforesaid, the Issuer shall issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note in the manner provided above, the Issuer may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to Holder thereof on the Depository on behalf relevant Regular Record Date by virtue of the Beneficial Holders of the applicable interests in that Global Notehaving been such Holder, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time Defaulted Interest may be paid by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying AgentCompany, at its election in each case, as applicable, shall have any obligation to disburse funds provided in respect of any Note pursuant to Section 2.14(aclause (1) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.(2) below:
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise specified provided in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4Section 2.2(c):
(a) As interest becomes due on each fully registered Note Debenture (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note)Debenture) the Corporation shall, on or before 11:00 a.m., Calgary time, on the fourth (4th) Business Day immediately prior to the applicable Interest Payment Date, deliver to the Debenture Trustee a certified cheque, bank draft or wire transfer in an amount sufficient to pay such interest as is payable in respect of such Debentures. Upon receipt of such interest payment from the Corporation, the IssuerDebenture Trustee, either directly or through the Trustee or any agent on behalf of the TrusteeCorporation, shall then send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the applicable Interest Payment DateDebenture Trustee and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made to the holder by cheque, such cheque shall be forwarded at least two days three (3) Business Days prior to each applicable Interest Payment Date and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Debenture Trustee will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation or the Debenture Trustee is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation or the Debenture Trustee may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Transglobe Energy Corp)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(3) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein, including in Section 2.4(3), and on conversion or on redemption thereof, when interest may at will be payable by the option of the Issuer be paid Corporation upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the date such interest on such Debenture becomes due. The Trustee must receive confirmation of receipt of funds by wire at least three Business Days in advance prior to the relevant Interest Payment DateDate in order to be able to forward funds or cheques to holders when required hereunder. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation or the Trustee will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If .
(b) All payments of interest on Uncertificated Debentures shall be made by electronic funds transfer or certified cheque made payable (i) to the Depository or its nominee on the day interest is payable for subsequent payment is made through to the TrusteeDepository, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by no later than 11:00 a.m. (Toronto time) at least one time on the Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the day interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable Uncertificated Debentures. None of the Corporation, the Trustee or any agent of the Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Debenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Indenture (Organigram Holdings Inc.)
Payment of Interest. The following provisions shall apply to Notes (1) Except as may otherwise be provided herein, including Article 3 or in any supplemental indenture in respect of the Debentures, payments of accrued and unpaid interest on each series, except Interest Payment Date or that becomes payable as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (andprovided for herein, will be made in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):following manner:
(a2) As If and when interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option of the Issuer be paid upon surrender of such Note)Debentures, the IssuerCorporation, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the applicable Debenture Trustee at the close of business on the fifth Business Day prior to the Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date the date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Debenture Trustee must receive confirmation of receipt of funds by wire at least three Business Days in advance prior to being able to wire forward funds or cheques to Holders), holders) and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If .
(3) All payments of interest on the Uncertificated Debenture shall be made by electronic funds transfer or certified cheque made payable (i) to the Depository or its nominee on the day interest is payable for subsequent payment is made through to beneficial holders of the Trusteeapplicable Uncertificated Debenture, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Debenture Trustee act as interest paying agent, to the Debenture Trustee by no later than 11:00 a.m. (Toronto time) at least one time on the Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the day interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf Depository. None of the Beneficial Holders Corporation, the Debenture Trustee or any agent of the applicable Debenture Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Debenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.beneficial interests
Appears in 1 contract
Samples: Convertible Debenture Indenture
Payment of Interest. (1) The following provisions shall apply to Notes of each seriesNotes, except as otherwise provided in Section 2.2(3), specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case resolution of the Series A Second Lien NotesBoard of Directors, Article 3 and the Series B Second Lien Notes, Article 4):or an Officer’s Certificate:
(a) As interest becomes due on each fully registered Note (except on redemption thereofset forth herein in Section 2.2(3), when interest may at the option of the Issuer shall be paid or satisfied, as applicable, upon surrender of such Note), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall shall: (i) if paying cash, send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Note appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs; or (ii) if issuing Conversion Shares, delivering such Common Shares to the Trustee, on behalf of the applicable Noteholders, in accordance with Section 2.11. If any payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Note becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentNote, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment or satisfaction, as applicable, of any interest due on any each Note in the manner provided above, the Issuer Corporation may make payment of or satisfy, as applicable, such interest or make such interest available for payment or satisfaction, as applicable, in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If .
(b) All payments of interest in cash on the Uncertificated Note shall be made by electronic funds transfer or certified cheque made payable (i) to the Depository or its nominee on the day interest is payable for subsequent payment is made through to Beneficial Holders of the Trusteeapplicable Uncertificated Note, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by no later than 11:00 a.m. (Toronto Calgary time) at least one on the Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the day interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable Uncertificated Note. None of the Corporation, the Trustee or any agent of the Trustee for any Note issued as an Uncertificated Note will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Note or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Indenture (Sundial Growers Inc.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(3) or: (i) with respect to minor administrative matters or typographical errors, as specified in a resolution of the Board of Directors, an Officer’s Certificate, or (ii) as otherwise specified in a Supplemental Indenture supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(3), on redemption thereofor retraction, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the registers maintained by the Trustee at the close of business on the Record Date immediately preceding prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders) and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-non- receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. Within ten (Toronto time10) at least one Business Day Days prior to the related each applicable Interest Payment Date for a Note or Date, the Corporation will deliver an Officer's Certificate to the date Trustee confirming the Bank of mailing the cheques Canada Overnight Rate and/or U.S. Federal Funds Rate in effect for the purposes of determining the amount of interest due payable on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunderDate.
(b) So long as Notwithstanding Section 2.15(a), if the Notes of any series or any portion thereof Debentures are issued in the form of or represented by a Global NoteDebenture or otherwise registered in the name of CDS or its nominee, then all payments of interest on such Global Note Debentures shall be made on such Interest Payment Date by 11:00 a.m. (Toronto time) at least one wire transfer or cheque made payable to the Depository or its nominee for subsequent payment to Beneficial Holders of interests in the applicable Global Debenture, unless the Corporation and the Depository otherwise agree. If the Corporation wishes to have the Trustee act as interest paying agent, funds must be delivered to the Trustee no later than the Business Day prior to the related Interest Payment Date by electronic funds transfer made day interest is payable to the Depositary. None of the Corporation, the Debenture Trustee or any agent of the Debenture Trustee for subsequent payment any Debenture issued as a Global Debenture will be liable or responsible to the Depository on behalf any person for any aspect of the Beneficial Holders records related to or payments made on account of the applicable beneficial interests in that any Global NoteDebenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(3) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4(3), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders) and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such Global Note the Uncertificated Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable (i) to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteUncertificated Debenture, unless the Issuer Corporation and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.Depository otherwise agree or
Appears in 1 contract
Samples: Indenture
Payment of Interest. The following provisions shall apply to Notes of each series, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.2(c), on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds by wire at least three Business Days in advance prior to being able to wire forward funds or cheques to Holders), holders and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such Global Note the Uncertificated Debentures shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteUncertificated Debenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any Person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Uncertificated Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Secured Trust Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers’ Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee Trustee, acting reasonably, with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation, the Trustee and the Depository otherwise agree. None of the Corporation, the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Crailar Technologies Inc)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in subsection 2.4(b) or specified in a Supplemental Indenture resolution of the Directors, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax other than withholding tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation or the Debenture Trustee will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding subsection 2.14(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers’ Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note (except on redemption thereof, when interest may at the option of the Issuer be paid upon surrender of such Note)Debenture, the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as the Corporation may determine (and, if through the Trustee, as may be agreed to by the Trustee), payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, and if through the Trustee, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation (or, if payment of interest is being made through the Trustee, the Trustee) will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner the Corporation may determine (and, if through the Trustee, acceptable to the Trustee Trustee, acting reasonably), with the same effect as though payment had been made in the manner provided above. If Where the Corporation has determined that it, rather than the Trustee, shall make interest payments hereunder, the Corporation shall, within five Business Days, furnish to the Trustee evidence of payment to each holder having been made.
(b) All payments of interest on Global Debentures shall be made by electronic funds transfer or certified cheque made payable to the Depository or its nominee on the day interest is payable for subsequent payment to Beneficial Holders of the applicable Global Debenture, unless the Corporation, the Depository, and the Trustee, if payment is to be made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to otherwise agree. None of the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlierCorporation, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form agent of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment any Debenture issued as a Global Debenture will be liable or responsible to the Depository on behalf any person for any aspect of the Beneficial Holders records related to or payments made on account of the applicable beneficial interests in that any Global NoteDebenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.3(a) or elsewhere in this Indenture or specified in a Supplemental Indenture Board Resolution, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion, at maturity or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly (which shall be confirmed by the Corporation by Officer’s Certificate pursuant to Section 2.3(c)), or through the Trustee or any agent of the Trustee, shall send or forward a cheque by prepaid ordinary mail, wire, electronic transfer of funds or such other means as may be agreed to by the TrusteeTrustee and the delivery of the Shares pursuant to Section 2.3(c), payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee and the delivery at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register (or in the case of joint holders, to such address of one of the joint holders), unless such holder otherwise directs in writing to the Trustee in advance. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each the Interest Payment Date and if payment is made by other means (such as wire or electronic transfer of funds, provided the Trustee must receive confirmation of its receipt of funds prior to being able required to wire electronically transfer funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Date. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by at least on or before 11:00 a.m. am (Toronto Vancouver time) at least one Business Day prior to the related each Interest Payment Date for a Note or prior to the date of mailing the cheques for the interest due on such an Interest Payment Date for such NoteDate, whichever is earlier, the Issuer Corporation shall deliver sufficient funds to the Trustee by wire or electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer Corporation in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note. The Trustee shall disburse such interest payments only upon receiving, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to each such date, funds in an amount sufficient for the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agreeinterest payment.
(cb) Notwithstanding Sections 2.14(a) and 2.14(b)the foregoing, all payments in excess of U.S.$25,000,000 C$25 million to a Debentureholder (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the .
(c) The Trustee nor Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to this Section 2.14(a) 2.10 unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds are received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Trust Indenture (NexGen Energy Ltd.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.5(3) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofexcept, subject to certain exceptions set forth herein including in Section 2.5(3) when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic wire transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefromwithheld) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds), provided that for any payment to be made by the Trustee Trustee, it must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes tax withheld or deducted as aforesaid (provided that such taxes which were deducted or withheld as aforesaidwere permitted to the appropriate governmental authority in accordance with prescribed law), satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If .
(b) All payments of interest on the Uncertificated Debenture shall be made by wire funds transfer or certified cheque made payable (i) to the Depository or its nominee on the day interest is payable for subsequent payment is made through to Beneficial Holders of the Trusteeapplicable Uncertificated Debenture, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by 11:00 a.m. (Toronto time) at least one no later than the Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the day interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable Uncertificated Debenture. None of the Corporation, the Trustee or any agent of the Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Debenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4.3 or: (i) with respect to minor administrative matters or typographical errors, as specified in a resolution of the Board of Directors, an Officer’s Certificate, or (ii) as otherwise specified in a Supplemental Indenture supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4.3, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register. If payment is made by cheque, such cheque shall be forwarded at least two days one Business Day prior to each the Interest Payment Date Date, and if payment is made by other means (such as electronic transfer of funds), provided the Trustee must receive confirmation of receipt of funds prior to being able to wire forward funds or cheques to Holders), holders and such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest date such interest on such Debenture becomes due. For greater certainty, the Corporation shall on or before 11:00 am (Eastern Time) not less than three Business Days immediately prior to each interest Payment DateDate deliver to the Trustee by a certified cheque or wire transfer in immediately available funds an amount sufficient to pay the interest payable on the Debentures. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation, or the Trustee on its behalf, will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall they both may reasonably require and upon being indemnified to its their satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding Section 2.15(a), if the Notes of any series or any portion thereof Debentures are issued in the form of or represented by a Global NoteDebenture or otherwise registered in the name of CDS or its nominee, then all payments of interest on such Global Note Debentures shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related on such Interest Payment Date by electronic funds wire transfer made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of interests in the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. If the Corporation wishes to have the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)act as interest paying agent, all payments in excess funds must be delivered to the Trustee no later than three Business Days prior to the day interest is payable to the Depository. None of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association Corporation, the Trustee or any successor thereto) shall be made by the use agent of the LVTS. Neither Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any Person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Convertible Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in subsection 2.5(3) or specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case resolution of the Series A Second Lien NotesBoard of Directors, Article 3 and the Series B Second Lien Notes, Article 4):an Officer’s Certificate:
(a) As interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in subsection 2.5(3), or on redemption thereofprepayment pursuant to Section 4.1, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic wire transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds or send cheques to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If .
(b) All payments of interest on the Uncertificated Debenture shall be made by wire funds transfer or certified cheque made payable (i) to the Depository or its nominee on the day interest is payable for subsequent payment is made through to Beneficial Holders of the Trusteeapplicable Uncertificated Debenture, unless the Corporation and the Depository otherwise agree or (ii) if the Corporation wishes to have the Trustee act as interest paying agent, to the Trustee by 11:00 a.m. (Toronto time) at least one no later than the Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the day interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable Uncertificated Debenture. None of the Corporation, the Trustee or any agent of the Trustee for any Debenture issued as an Uncertificated Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in that Global Noteany Uncertificated Debenture or for maintaining, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)reviewing, all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or supervising any successor thereto) shall be made by the use of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Samples: Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(c) or specified in a Supplemental Indenture resolution of the Board of Directors, an Officers’ Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As Subject to the terms of the applicable series of Debentures, as interest becomes due on each fully registered Note Debenture (except except, subject to certain exceptions set forth herein including in Section 2.4, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such NoteDebenture), the IssuerCorporation, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the record date set forth for the relevant series of Debentures in respect of the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee Trustee, acting reasonably, with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by On or prior to 11:00 a.m. (Toronto time) at least one Eastern time on the Business Day prior to the related earlier of: (i) any Interest Payment Date for a Note Date, or (ii) the day cheques are required to be mailed in accordance with this Section 2.15, the date of mailing Corporation shall deposit with the cheques for Trustee money sufficient to pay the interest full amount due on such the relevant Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunderDate.
(b) So long as the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all All payments of interest in cash on such Global Note the Uncertificated Debentures shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or certified cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteUncertificated Debentures, unless the Issuer Corporation and the Trustee Depository otherwise agree.
(c) Notwithstanding Sections 2.14(a) the foregoing, the Corporation shall have the right, at its option, to elect to satisfy all or a portion of its interest payment obligation by delivering to the holders of Initial Debentures, on the relevant Interest Payment Date, that number of Freely Tradeable Common Shares obtained by dividing the relevant interest payment amount by the 20-trading day VWAP of the Common Shares ending on the fifth trading day preceding the Interest Payment Date. No fractional Common Shares will be issued and 2.14(bany fraction of a Common Share that would otherwise be issued will be rounded down to the nearest whole number. If payment is made by Common Share certificate(s), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor theretocertificate(s) shall be forwarded at least three days prior to each date on which interest becomes due and if payment is made by electronic transfer of Common Shares, such payment shall be made in a manner whereby the use holder receives the Common Shares on the date such interest on such Debenture becomes due. The mailing of such Common Shares certificate(s) or the issuance of such Common Shares by electronic means shall, to the extent of the LVTSsum represented thereby, plus the amount of any tax withheld as aforesaid, satisfy and discharge all liability for interest on such Debenture. Neither In the event of non receipt of Common Share certificate(s) or other payment of interest by the person to whom it is so sent as aforesaid, the Corporation will issue to such person a replacement Common Share certificate or other payment for a like amount upon being furnished with such evidence of non- receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on each Debenture in the manner provided above, the Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee, acting reasonably, with the same effect as though payment had been made in the manner provided above. On or prior to 11:00 a.m. Eastern time on the Business Day prior to the earlier of: (i) any Interest Payment Date, or (ii) the day Common Share certificate(s) are required to be mailed in accordance with this Section 2.15, the Corporation shall deposit with the Trustee nor Paying Agent, as applicable, shall have any obligation to disburse funds in respect such number of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in Common Shares sufficient amount to pay in the full all amounts amount due and payable with respect to such on the relevant Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnDate.
Appears in 1 contract
Samples: Debenture Indenture
Payment of Interest. The following provisions shall apply to Notes of each seriesthe Debentures, except as otherwise provided in Section 2.4(b) or permitted by Article 5 and Article 10 or specified in a Supplemental Indenture resolution of the Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except at maturity, on redemption thereofconversion or on redemption, when interest may at the option of the Issuer shall be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward a cheque dated the Interest Payment Date by prepaid ordinary mail, or if agreed to by the Debentureholders, electronic transfer of funds funds, or such other means as may be agreed to by the TrusteeDebenture Trustee and the Debentureholders, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder’s last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days three Business Days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaidaforesaid and remitted to the appropriate governmental authority, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation or the Debenture Trustee will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-non- receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.14(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a one or more Global NoteDebentures, then all payments of interest on such the Global Note Debentures shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer or cheque made payable to the Trustee Depository or its nominee on the day interest is payable for subsequent payment to the Depository on behalf of the Beneficial Holders of interests in the applicable interests in that Global NoteDebenture, unless the Issuer Corporation and the Depository otherwise agree. None of the Corporation, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
Appears in 1 contract
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.3(a) or elsewhere in this Indenture or specified in a Supplemental Indenture Board Resolution, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion, at maturity or on redemption, when interest may at the option of the Issuer Corporation be paid upon surrender of such Note), Debenture) the IssuerCorporation, either directly (which shall be confirmed by the Corporation by Officer's Certificate pursuant to Section 2.3(c)), or through the Trustee or any agent of the Trustee, shall send or forward a cheque by prepaid ordinary mail, wire, electronic transfer of funds or such other means as may be agreed to by the TrusteeTrustee and, if applicable, deliver the Shares, pursuant to Section 2.3(c), in payment of such interest (less any Taxes required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee as at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register (or in the case of joint holders, to such address of one of the joint holders), unless such holder otherwise directs in writing to the Trustee in advance. If cash payment is made by cheque, such cheque shall be forwarded at least two three days prior to each the Interest Payment Date and if payment is made by other means (such as wire or electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Date. If payment is made through the Trustee, at least on or before 11:00 am (Vancouver time) one Business Day prior to each Interest Payment Date or prior to the date of mailing the cheques for the interest due on an Interest Payment Date, whichever is earlier, the Corporation shall deliver sufficient funds to the Trustee by wire transfer or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Corporation in order to effect such interest payment hereunder. The Trustee shall disburse such interest payments only upon receiving, at least one Business Day prior to each such date, funds in an amount sufficient for the interest payment. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Corporation will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Corporation is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Corporation may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as Notwithstanding the Notes of any series or any portion thereof are issued in the form of or represented by a Global Note, then all payments of interest on such Global Note shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer made payable to the Trustee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global Note, unless the Issuer and the Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b)foregoing, all payments in excess of U.S.$25,000,000 C$25 million to a Debentureholder (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use of the LVTS. Neither the .
(c) The Trustee nor Paying Agent, as applicable, shall have any no obligation to disburse funds in respect of any Note pursuant to this Section 2.14(a) 2.10 unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such NoteDate. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds are received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawn.
Appears in 1 contract
Samples: Trust Indenture (NexGen Energy Ltd.)
Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or specified in a Supplemental Indenture resolution of the directors of APF Energy, on behalf of the Trust, an Officer's Certificate or a supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except on redemption thereofconversion or on redemption, when interest may at the option of the Issuer Trust be paid upon surrender of such Note), Debenture) the IssuerTrust, either directly or through the Debenture Trustee or any agent of the Debenture Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds or such other means as may be agreed to by the Debenture Trustee, payment of such interest (less any Taxes tax required by law to be deducted or withheld therefrom) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Debenture Trustee at the close of business on the fifth Business Day prior to the applicable Interest Payment DateDate and addressed to the holder at the holder's last address appearing on the register, unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two three days prior to each Interest Payment Date date on which interest becomes due and if payment is made by other means (such as electronic transfer of funds, provided the Debenture Trustee must receive confirmation of its receipt of funds prior to being able required to wire funds to Holdersholders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld as aforesaid, satisfy and discharge all liability for interest on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person person to whom it is so sent as aforesaid, the Issuer shall Trust will issue to such Person person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer Trust is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer Trust may make payment of such interest or make such interest available for payment in any other manner acceptable to the Debenture Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.15(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date by electronic funds transfer cheque made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer Trust and the Depository otherwise agree. None of the Trust, the Debenture Trustee agree.
(c) Notwithstanding Sections 2.14(a) and 2.14(b), all payments in excess of U.S.$25,000,000 (or such other amount as determined from time to time by the Canadian Payments Association or any successor thereto) shall be made by the use agent of the LVTS. Neither Debenture Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any person for any aspect of the Trustee nor Paying Agentrecords related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, as applicablereviewing, shall have or supervising any obligation to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect records relating to such Interest Payment Date for such Note. The Trustee or Paying Agent, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, be entitled to delay the time for release of such funds until such uncertified cheques shall be determined to have cleared the financial institution upon which the same are drawnbeneficial interests.
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Payment of Interest. The following provisions shall apply to Notes of each seriesDebentures, except as otherwise provided in Section 2.4(b) or elsewhere in this Indenture or specified in a Supplemental Indenture resolution of the trustees of the REIT, Officer’s Certificate or supplemental indenture relating to a particular series of Notes (and, in the case of the Series A Second Lien Notes, Article 3 and the Series B Second Lien Notes, Article 4):Additional Debentures:
(a) As interest becomes due on each fully registered Note Debenture (except at maturity or on redemption thereofredemption, when interest may at the option of the Issuer REIT be paid upon surrender of such Note), Debenture) the IssuerREIT, either directly or through the Trustee or any agent of the Trustee, shall send or forward by prepaid ordinary mail, electronic transfer of funds (if agreed by the Debentureholder) or such other means as may be agreed to by the Trustee, payment of such interest (less any Taxes taxes required by law to be deducted or withheld therefromwithheld) to the Holders order of record the registered holder of such Debenture appearing on the Record Date immediately preceding registers maintained by the Trustee at the close of business on the 15th day of the month in which the applicable Interest Payment Date occurs (or, if such 15th day is not a Business Day, on the first Business Day following such 15th day) such dates being June 15 and December 15 in respect of the Initial Debentures (each a “Record Date”), unless such holder otherwise directs. If payment is made by cheque, such cheque shall be forwarded at least two days prior to each dated the Interest Payment Date and if mailed on or before the 5th Business Day preceding the applicable Interest Payment Date to the address of the holder appearing in the register maintained by the Trustee at the close of business on the Record Date. If payment is made by other means (such as electronic transfer of funds, provided the Trustee must receive confirmation of receipt of funds prior to being able to wire funds to Holders), such payment shall be made in a manner whereby the Holder holder receives credit for such payment on the Interest Payment Datedate such interest on such Debenture becomes due. The mailing of such cheque or the making of such payment by other means shall, to the extent of the sum represented thereby, plus the amount of any Taxes deducted or tax withheld therefrom as aforesaid, satisfy and discharge all liability for interest then due on such Note to such extentDebenture, unless in the case of payment by cheque, such cheque is be not paid at par on presentation. In the event of non-receipt of any cheque for or other payment of interest by the Person to whom it is so sent as aforesaid, the Issuer shall REIT will issue to such Person a replacement cheque or other payment for a like amount upon being furnished with such evidence of non-non- receipt as it shall reasonably require and upon being indemnified to its satisfaction. Notwithstanding the foregoing, if the Issuer REIT is prevented by circumstances beyond its control (including, without limitation, any interruption in mail service) from making payment of any interest due on any Note each Debenture in the manner provided above, the Issuer REIT may make payment of such interest or make such interest available for payment in any other manner acceptable to the Trustee with the same effect as though payment had been made in the manner provided above. If payment is made through the Trustee, by 11:00 a.m. (Toronto time) at least one Business Day prior to the related Interest Payment Date for a Note or to the date of mailing the cheques for the interest due on such Interest Payment Date for such Note, whichever is earlier, the Issuer shall deliver sufficient funds to the Trustee by electronic transfer or certified cheque or make such other arrangements for the provision of funds as may be agreeable between the Trustee and the Issuer in order to effect such interest payment hereunder.
(b) So long as the Notes Notwithstanding Section 2.14(a), if a series of any series or any portion thereof are issued in the form of or Debentures is represented by a Global NoteDebenture, then all payments of interest (less any taxes required to be withheld) on such the Global Note Debenture shall be made by 11:00 a.m. (Toronto time) at least one Business Day prior to the related electronic funds transfer on such Interest Payment Date by electronic funds transfer made payable to the Trustee Depository or its nominee for subsequent payment to the Depository on behalf holders of the Beneficial Holders of the applicable interests in that Global NoteDebenture, unless the Issuer REIT and the Depository otherwise agree. None of the REIT, the Trustee agreeor any agent of the Trustee for any Debenture issued as a Global Debenture will be liable or responsible to any Person for any aspect of the records related to or payments made on account of beneficial interests in any Global Debenture or for maintaining, reviewing, or supervising any records relating to such beneficial interests.
(c) Notwithstanding Sections Section 2.14(a) and 2.14(b), all if definitive Debentures are issued instead of or in place of Global Debentures, payments of interest (less any taxes required to be withheld) on each definitive Debenture will be made by electronic funds transfer, if agreed to by the holder of the definitive Debenture or if required under any applicable payment clearing system rules, or by cheque dated the Interest Payment Date and mailed at least five Business Days preceding the applicable Interest Payment Date to the address of the holder appearing in excess the register maintained by the registrar for the Debentures at the close of U.S.$25,000,000 business on the Record Date. Payment of principal at maturity will be made at the principal office of the Trustee in the City of Toronto (or in such other amount city or cities as determined may from time to time be designated by the Canadian Payments Association REIT) against surrender of the definitive Debentures, if any. If the due date for payment of any amount of principal or interest on any successor theretoDefinitive Debenture is not, at the place of payment, a Business Day such payment will be made on the next Business Day and the holder of such definitive Debenture shall not be entitled to any further interest or other payment in respect of such delay.
(d) The Trustee shall disburse such interest payments (less any taxes required to be withheld) to holders of Debentures and shall remit to the proper tax authorities within the period of time prescribed for this purpose under Applicable Law any taxes required to be withheld therefrom only upon receiving the required funds, and under no circumstances shall the Trustee be obligated to disburse amounts of money in excess of what it has received from the REIT.
(e) Not less than 24 hours prior to the Interest Payment Date (or not less than the 6th Business Day prior to the Interest Payment Date if payment of interest (less any taxes required to be withheld) is to be made by cheque), the use REIT shall forward to the Trustee a Written Direction of the LVTS. Neither the Trustee nor Paying Agent, as applicable, shall have any obligation REIT specifying payments to disburse funds in respect of any Note pursuant to Section 2.14(a) unless it has received written confirmation satisfactory to it that the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable with respect to such Interest Payment Date for such Notebe made. The Trustee or Paying Agentshall not be responsible for calculating the amount of interest owing, as applicable, shall, if it accepts any funds received by it in the form of uncertified cheques, but shall be entitled to delay rely absolutely on the time for release Written Direction of such funds until such uncertified cheques shall the REIT specifying the payments to be determined to have cleared the financial institution upon which the same are drawnmade.
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Samples: Trust Indenture
