Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3): (i) in the case of fully registered Notes, the Issuer shall establish and maintain with the Paying Agent a Maturity Account for each series of Notes. On or before 11:00 a.m. (Toronto time) on the Stated Maturity date for each series of Notes outstanding from time to time under this Indenture, the Issuer shall deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts payable in respect of the outstanding Notes of such series (less any Taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium (if any) on, such Notes, upon surrender of such Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and (ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made. (b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 5 contracts
Samples: Trust Indenture, Trust Indenture (Trulieve Cannabis Corp.), Trust Indenture
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b3.12(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 2023 Notes, Article 34):
(i) in the case of fully registered Notes, the Issuer shall establish and maintain with the Paying Agent a Maturity Account for each series of Notes. On or before 11:00 a.m. (Toronto time) on the Business Day prior to the Stated Maturity date for each series of Notes outstanding from time to time under this Indenture, the Issuer shall deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts payable in respect of the outstanding Notes of such series (less any Taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium (if any) on, such Notes, upon surrender of such Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i3.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day Business Day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii3.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a3.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i3.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 3 contracts
Samples: Trust Indenture (Columbia Care Inc.), Trust Indenture (Columbia Care Inc.), Trust Indenture
Payments of Amounts Due on Maturity. (a) Subject Except as may otherwise be provided herein and subject to Section 2.12(b)4.11, payments of amounts due upon maturity of the Debentures will be made in the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall manner. The Corporation will establish and maintain with the Paying Agent Debenture Trustee a Maturity Account for each series the Debentures. Each such Maturity Account shall be maintained by and be subject to the control of Notesthe Debenture Trustee for the purposes of this Indenture. On or before 11:00 a.m. 1:00 p.m. (Toronto Calgary time) on the Stated Business Day immediately prior to the Maturity date Date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Corporation will deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts the cash amount payable in respect of such Debentures (including the outstanding Notes of such series (principal amount together with any accrued and unpaid interest thereon less any Taxes tax required by law to be deducted or withheld therefromwithheld), provided the Corporation may elect to satisfy this requirement by providing the Debenture Trustee with one or more certified cheques, or with funds by electronic transfer, for such amounts required under this Section 2.10. The Paying Agent Debenture Trustee, on behalf of the Corporation, will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) on, such Notesand accrued and unpaid interest on the Debenture, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Debenture Trustee designated for such purpose from time to time by the Issuer Corporation and the Debenture Trustee. The deposit or making available delivery of such amounts into funds to the Debenture Trustee for deposit to the applicable Maturity Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit or making available delivery of funds relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited or made available the amount to which it such holder is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 2 contracts
Samples: Convertible Debenture Indenture (Transglobe Energy Corp), Convertible Debenture Indenture (Transglobe Energy Corp)
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b)Except as may otherwise be provided herein, payments of amounts due upon maturity of the Debentures will be made in the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall manner. The Corporation will establish and maintain with the Paying Agent Trustee a Maturity Account for each series the Debentures. The Maturity Account shall be maintained by and be subject to the control of Notesthe Trustee for the purposes of this Indenture. On or before 11:00 a.m. (Toronto time) on not less than one Business Day immediately prior to the Stated Maturity date Date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Corporation will deliver to the Trustee a certified cheque or wire transfer for deposit in the applicable Maturity Account by wire transfer or certified cheque in an amount sufficient to pay all amounts the cash amount payable in respect of such Debentures (including the outstanding Notes of such series (less principal amount together with any Taxes required by law to be deducted or withheld therefromaccrued and unpaid interest thereon). The Paying Agent Trustee, on behalf of the Corporation, will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) on, such Notesand accrued and unpaid interest on the Debenture, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Trustee designated for such purpose from time to time by the Issuer Corporation and the Trustee. The deposit or making available delivery of such amounts into funds to the applicable Trustee for deposit to the Maturity Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit or making available delivery of funds relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited delivered or made available the amount to which it is entitled. Failure Interest shall cease to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment accrue on the Notes in respect of which Debentures upon the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to Date provided the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not has received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 Maturity Date, from the use of the LVTS. Neither the Trustee nor the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) unless it has received written confirmation satisfactory to it that Corporation all the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable on the applicable date of Maturity. The Paying Agent 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 drawnDebentures.
Appears in 2 contracts
Payments of Amounts Due on Maturity. (a) Subject Except as may otherwise be provided herein or in any supplemental indenture in respect of any series of Debentures and subject to Section 2.12(b)4.11, payments of amounts due upon maturity of the Debentures will be made in the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall manner. The Corporation will establish and maintain with the Paying Debenture Agent a Maturity Account for each series of NotesDebentures. Each such Maturity Account shall be maintained by and be subject to the control of the Debenture Agent for the purposes of this Indenture. On or before 11:00 a.m. a.m., (Toronto Montréal time) on the Stated Maturity date Business Day immediately prior to each maturity date, for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Corporation will deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts the cash amount payable in respect of such Debentures (including the outstanding Notes of such series (principal amount together with any accrued and unpaid interest thereon less any Taxes tax required by law to be deducted or withheld therefromwithheld), provided the Corporation may elect to satisfy this requirement by providing the Debenture Agent with one or more certified cheque, or with funds by electronic transfer, for such amounts required under this Section 2.13 post-dated to the applicable maturity date of such Debentures. The Paying Agent Debenture Agent, on behalf of the Corporation, will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) on, such Notesand accrued and unpaid interest on the Debenture, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Trustee Debenture Agent designated for such purpose from time to time by the Issuer Corporation and the TrusteeDebenture Agent. The deposit or making available delivery of such amounts into funds to the Debenture Agent for deposit to the applicable Maturity Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit or making available delivery of funds relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited or made available the amount to which it such holder is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 2 contracts
Samples: Debenture Indenture (Amaya Gaming Group Inc.), Debenture Indenture (Amaya Gaming Group Inc.)
Payments of Amounts Due on Maturity. (a) Subject Except as may otherwise be provided in any supplemental indenture in respect of any series of Debentures and subject to Section 2.12(b)4.10, payments of amounts due upon maturity of the Debentures will be made in the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall manner. The Trust will establish and maintain with the Paying Agent Debenture Trustee a Maturity Account for each series of NotesDebentures. Each such Maturity Account shall be maintained by and be subject to the control of the Debenture Trustee for the purposes of this Indenture. On or before 11:00 a.m. (Toronto time) a.m., Calgary Time on the Stated Business Day immediately prior to each Maturity date Date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Trust will deliver to the Debenture Trustee an electronic transfer of funds or a cheque for deposit in the applicable Maturity Account by wire transfer or certified cheque in an amount sufficient to pay all amounts the cash amount payable in respect of the outstanding Notes of such series Debentures (less any Taxes tax required by law to be deducted or withheld therefromdeducted), provided the Trust may elect to satisfy this requirement by providing the Debenture Trustee with a cheque for such amounts required under this Section 2.13 post-dated to the applicable Maturity Date. The Paying Agent Debenture Trustee, on behalf of the Trust, will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) on, such Noteson the Debenture, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Debenture Trustee designated for such purpose from time to time by the Issuer Trust and the Debenture Trustee. The deposit or making available delivery of such amounts into funds to the Debenture Trustee for deposit to the applicable Maturity Account will satisfy and discharge the liability of the Issuer Trust for such Notes the Debentures to which the deposit or making available delivery of funds relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited delivered or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 2 contracts
Samples: Trust Indenture (Canetic Resources Trust), Trust Indenture (Penn West Energy Trust)
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b)Except as may otherwise be provided herein or in any supplemental indenture in respect of any series of Debentures, payments of amounts due upon maturity of the Debentures will be made in the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall manner. The Corporation will establish and maintain with the Paying Agent Trustee a Maturity Account for each series of NotesDebentures. Each such Maturity Account shall be maintained by and be subject to the control of the Trustee for the purposes of this Indenture. On or before 11:00 a.m. (Toronto Vancouver time) on the Stated Business Day immediately prior to each Maturity date Date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Corporation will deliver to the Trustee a certified cheque or wire transfer for deposit in the applicable Maturity Account by wire transfer or certified cheque in an amount sufficient to pay all amounts the cash amount payable in respect of such Debentures (including the outstanding Notes of such series (principal amount together with any accrued and unpaid interest thereon less any Taxes tax required by law to be deducted or withheld therefromdeducted), provided the Corporation may elect to satisfy this requirement by providing the Trustee with a cheque for such amounts required under this Section 2.14 post-dated to the applicable Maturity Date. The Paying Agent Trustee, on behalf of the Corporation, will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) on, such Notesand accrued and unpaid interest on the Debenture, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Trustee designated for such purpose from time to time by the Issuer Corporation and the Trustee. The deposit or making available delivery of such amounts into funds to the Trustee for deposit to the applicable Maturity Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit or making available delivery of funds relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited delivered or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 2 contracts
Samples: Indenture (Aurora Cannabis Inc), Indenture (Aurora Cannabis Inc)
Payments of Amounts Due on Maturity. (a) Subject Except as may otherwise be provided herein or in any supplemental indenture in respect of Debentures and subject to Section 2.12(b)4.9, payments of amounts due upon maturity of the Debentures will be made in the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall manner. The Corporation will establish and maintain with the Paying Agent a Debenture Trustee an account created for such purposes (the “Maturity Account”) for the Debentures. The Maturity Account will be maintained by and be subject to the control of the Debenture Trustee for each series the purposes of Notesthis Indenture. On or before 11:00 10:00 a.m. (Toronto Montréal time) on the Stated Maturity Business Day immediately prior to each maturity date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Corporation will deliver by certified cheque or wire transfer to the Debenture Trustee for deposit in the applicable Maturity Account by wire transfer or certified cheque an amount calculated by the Corporation to be sufficient to pay all amounts the cash amount payable in respect of the outstanding Notes of such series Debentures (including the principal amount together with any accrued and unpaid interest thereon less any Taxes required by law to be deducted or withheld therefromapplicable Withholding Taxes, if any). The Paying Agent Debenture Trustee, on behalf of the Corporation, will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) onand accrued and unpaid interest on the Debenture (less applicable Withholding Taxes, such Notesif any), upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Debenture Trustee designated for such purpose from time to time by the Issuer Corporation and the Debenture Trustee. The deposit or making available delivery of such amounts into funds to the applicable Debenture Trustee for deposit to the Maturity Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit or making available delivery of funds relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes tax withheld or deducted or withheld as aforesaidaforesaid and remitted to the proper tax authority) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited delivered or made available the amount to which it is entitled. Failure to The Debenture Trustee shall make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates payments hereunder only to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) unless that 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 on the applicable date of Maturity. The Paying Agent 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 drawnfunded.
Appears in 2 contracts
Samples: Trust Indenture (IntelGenx Technologies Corp.), Trust Indenture (IntelGenx Technologies Corp.)
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b)Except as may otherwise be provided herein or in any supplemental indenture in respect of any Debentures, payments of amounts due upon maturity of the Debentures will be made in the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall manner. The Corporation will establish and maintain with the Paying Agent Trustee a Maturity Account for each series the Debentures. The Maturity Account shall be maintained by and be subject to the control of Notesthe Trustee for the purposes of this Indenture. On Subject to Section 6.7, on or before 11:00 a.m. (Toronto time) on the Stated Maturity date Date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer Corporation shall deposit deliver to the Trustee in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient such number of Common Shares as is equal to pay all amounts payable in respect the sum of the outstanding Notes aggregate principal amount of such series Debentures outstanding at such time (or until payment is received by the Trustee) plus all accrued and unpaid interest thereon (less any Taxes tax required by law to be deducted or withheld therefrom)deducted) divided by the Conversion Price as of the Maturity Date. The Paying Agent Trustee, on behalf of the Corporation, will pay deliver such Common Shares to each Holder of such Notes holder entitled to receive payment, delivery thereof on account of the principal amount of, thereof and premium (if any) on, such Notesall accrued and unpaid interest on thereon, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Trustee designated for such purpose from time to time by the Issuer Corporation and the Trustee. At the direction of the Corporation, the Trustee will remit such taxes withheld as and when required to the applicable tax authorities. The deposit or making available delivery of such amounts into Common Shares to the applicable Trustee for deposit to the Maturity Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit or making available delivery of funds such Common Shares relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes deducted or withheld as aforesaidsubject to Section 7.10) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money Common Shares so deposited delivered or made available the amount number of such Common Shares to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment entitled on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been madeDate.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 2 contracts
Samples: Indenture (Canopy Growth Corp), Indenture (Canopy Growth Corp)
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the The following provisions shall apply to all NotesDebt 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 2024 Notes, Article 3):Debt Securities:
(i) in the case of fully registered NotesDebt Securities, the Issuer shall Baytex will establish and maintain with the Paying Agent Indenture Trustee a Maturity Account for each series of NotesDebt Securities. On or before 11:00 a.m. 1:00 p.m. (Toronto New York City time) on the Stated Business Day before each Maturity date for each series of Notes Debt Securities outstanding from time to time under this Indenture, the Issuer shall Baytex will deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts the amount payable in respect of the outstanding Notes of such series Debt Securities (less any Taxes tax required by law to be deducted or withheld therefromdeducted). The Paying Agent Baytex (either directly or through the Indenture Trustee or any agent of the Indenture Trustee) will pay to each Holder of such Notes holder entitled to receive payment, the principal amount of, and premium Premium (if any) on, such Notesthe Debt Securities, upon surrender of such Notes to the Paying Agent or Debt Securities at any branch of the Indenture Trustee designated for such purpose from time to time by the Issuer Baytex and the Indenture Trustee. The deposit or making available of such amounts into to the applicable Maturity Account will satisfy and discharge the liability of Baytex for the Issuer for such Notes Debt Securities to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debt Securities will thereafter not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i2.13 (a) will constitute Default default in payment on the Notes Debt Securities in respect of which the deposit or making available of funds was required to have been made; and;
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global NotesDebt Securities, on or before 11:00 a.m. (Toronto New York City time) on the day prior to the Stated Business Day before each Maturity date for such NotesDebt Securities outstanding from time to time under this Indenture, the Issuer shall Baytex will deliver to the Trustee, for onward payment to the Depository, in each case by Depository an electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, transfer against receipt of the relevant Global NotesDebt Security. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer Baytex for the series of Notes Debt Securities to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debt Securities will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not receivedIndenture. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii2.13 (b) will constitute Default default in payment on the Notes of the series Debt Securities in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 2 contracts
Samples: Trust Indenture (Baytex Energy Corp.), Trust Indenture (Baytex Energy Corp.)
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the The following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3)::
(i) in the case of fully registered Notes, the Issuer shall will establish and maintain with the Paying Agent Trustee a Maturity Account for each series of the Notes. On or before 11:00 a.m. (Toronto Calgary time) on the Stated Maturity Business Day before the date for each series of Notes outstanding from time to time under this IndentureMaturity, the Issuer shall will deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts the amount payable in respect of the outstanding such Notes of such series (less any Taxes tax required by law to be deducted or withheld therefromdeducted). The Paying Agent Issuer (either directly or through the Trustee or any agent of the Trustee) will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium Applicable Premium (if any) on, such the Notes, upon surrender of such the Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into to the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such the Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i2.12(a) will constitute Default default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global NotesCertificates, on or before 11:00 9:00 a.m. (Toronto Calgary time) on the day prior to Business Day before the Stated Maturity date for such Notesof Maturity, the Issuer shall will deliver to the Trustee, for onward payment to the Depository, in each case Depository by electronic funds transfer, transfer an amount sufficient to pay the amount payable in respect of such Global Notes Certificates (less any Taxes tax required by law to be deducted or withheld therefromdeducted). The Issuer shall will pay to the Trustee, for onward payment to the Depository, Depository the principal amount of, and premium Applicable Premium (if any) on, such the Global NotesCertificates, against receipt of the relevant Global NotesCertificate. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a)the foregoing, (i) all payments in excess of $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 the Paying Agent by LVTS. The Trustee shall have any no obligation to disburse funds pursuant to this Section 2.12(a)(i) 2.12 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 on the applicable date of Maturity. The Paying Agent Trustee 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
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Unit Notes or Coupon Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall establish and maintain with the Paying Agent a Maturity Account for each series of Notes. On or before 11:00 a.m. (Toronto time) on the Stated Maturity date for each series of Notes outstanding from time to time under this Indenture, the Issuer shall deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts payable in respect of the outstanding Notes of such series (less any Taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium (if any) on, such Notes, upon surrender of such Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in In the case of the 2024 Notesany Notes represented, Article 3):
(i) in the case of fully registered whole or in part, by Certificated Notes or Uncertificated Notes, the Issuer shall (prior to the Maturity Date) establish and maintain with the Paying Agent Trustee a Maturity Account for each series of such Notes. On or before 11:00 a.m. (Toronto time) on the Stated Business Day before the Maturity date Date for each series of such Certificated Notes outstanding from time to time under this Indentureand Uncertificated Notes, the Issuer shall deposit in the applicable Maturity Account by wire or other electronic transfer or by certified cheque an amount sufficient to pay all amounts the final Principal Payment (or the Deemed Value of the Gold Quantity represented by such Notes, as applicable) and accrued and unpaid interest (if any) payable in respect of the outstanding Deemed Value of the Gold Quantity represented by such Certificated Notes of such series (less any Taxes required by law to be deducted or withheld therefrom)and Uncertificated Notes. The Paying Agent Trustee will pay to each Holder of such Certificated Notes and Uncertificated Notes entitled to receive payment, the principal amount offinal Principal Payment (or the Deemed Value of the Gold Quantity represented by such Notes, as applicable) and premium accrued and unpaid interest (if any) on, on such Notes, provided that, in the case of Certificated Notes, payment is conditional upon surrender of such Certificated Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such Certificated Notes and Uncertificated Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Certificated Notes and Uncertificated Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder Holders will have no other right than except to receive out of the money amount so deposited or made available the amount to which it is they are entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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
Payments of Amounts Due on Maturity. (a1) Subject Except as may otherwise be provided herein or in any supplemental indenture in respect of any Debentures including, without limitation, Section 2.14(2), if the Corporation has not obtained Shareholder Approval, payments of amounts due upon maturity of the Debentures will be made in cash in an amount equal to the sum of the aggregate principal amount of such holder’s Debentures outstanding at such time (or until payment is received by the Trustee) plus premium due thereon (if any) and all accrued and unpaid interest thereon (subject to Section 2.12(b7.10).
(2) Notwithstanding anything to the contrary contained herein or in any supplemental indenture in respect of any Debentures including Section 2.14(1), if the following provisions shall apply to all NotesCorporation has obtained Shareholder Approval, except as otherwise specified in a Supplemental Indenture relating to a particular series payments of Notes (and, in the case amounts due upon maturity of the 2024 NotesDebentures will, Article 3):at the sole option of the Corporation by written notice to the Trustee no later than 5 Business Days prior to the Maturity Date, be made in cash or in such number of Common Shares as is equal to the sum of the aggregate principal amount of such Debentures outstanding at such time (or until payment is received by the Trustee for the benefit of the Debentureholders) plus premium due thereon (if any) and all accrued and unpaid interest thereon (subject to Section 7.10) divided by the Conversion Price.
(i3) in the case of fully registered Notes, the Issuer shall The Corporation will establish and maintain with the Paying Agent Trustee a Maturity Account for each series the Debentures. The Maturity Account shall be maintained by and be subject to the control of Notes. On the Trustee for the purposes of this Indenture.
(4) In the event that the Corporation is to make payments of amounts due upon maturity of the Debentures in cash, on or before 11:00 a.m. (Toronto time) on the Stated Maturity date Date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Corporation will deliver to the Trustee a certified cheque or wire transfer for deposit in the applicable Maturity Account by wire transfer or certified cheque in an amount sufficient to pay all amounts the cash amount payable in respect of such Debentures outstanding at such time (or until payment is received by the outstanding Notes of such series (less any Taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and Trustee) plus premium due thereon (if any) onand all accrued and unpaid interest thereon (subject to Section 7.10).
(5) In the event that the Corporation is to make payments of amounts due upon maturity of the Debentures in Common Shares, on or before 11:00 a.m. (Toronto time) on the Maturity Date for Debentures outstanding from time to time under this Indenture, the Corporation shall deliver to the Trustee in the Maturity Account such Notesnumber of Common Shares as is equal to the sum of the aggregate principal amount of such Debentures outstanding at such time (or until payment is received by the Trustee) plus premium due thereon (if any) and all accrued and unpaid interest thereon (subject to Section 7.10) divided by the Conversion Price as of the Maturity Date.
(6) The Trustee, on behalf of the Corporation, will, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Trustee designated for such purpose from time to time by the Issuer Corporation and the Trustee, (i) pay to each holder entitled to receive cash payment the principal amount of and premium (if any) and accrued and unpaid interest on the Debenture or (ii) deliver such Common Shares to each holder entitled to receive delivery thereof on account of the principal amount thereof and all premium (if any) and accrued and unpaid interest thereon, as applicable. At the direction of the Corporation, the Trustee will remit such taxes withheld as and when required to the applicable tax authorities. The deposit or making available delivery of such amounts into funds or Common Shares, as applicable, to the applicable Trustee for deposit to the Maturity Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit delivery of such funds or making available of funds Common Shares, as applicable, relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes deducted or withheld as aforesaidsubject to Section 7.10) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money funds or Common Shares, as applicable, so deposited delivered or made available the amount of funds or number of such Common Shares, as applicable, to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment entitled on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been madeDate.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 (Canopy Growth Corp)
Payments of Amounts Due on Maturity.
(a) Subject to Section 2.12(b2.16(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):Notes:
(i) in the case of fully registered Notes, the Issuer shall establish and maintain with the Paying Agent a Maturity Account for each series of the Notes. On or before 11:00 9:00 a.m. (Toronto time) on the Stated Maturity date for each series of Notes outstanding from time to time under this Indenturethe Notes, the Issuer shall deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts payable in respect of the outstanding Notes of such series (less any Taxes taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium Premium (if any) on, such Notes, upon surrender of such Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the TrusteeAgent. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such the Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i2.16(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; andand
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 9:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case Depository by electronic funds transfer, transfer an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, Depository the principal amount of, and premium Premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii2.16(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.made.
(b) Notwithstanding Section 2.12(a2.16(a), all payments in excess of $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 the The Paying Agent shall have any no obligation to disburse funds pursuant to Section 2.12(a)(i2.16(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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.drawn.
Appears in 1 contract
Samples: Trust Indenture
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Series A Second Lien Notes, Article 3, and the Series B Second Lien Notes, Article 4):
(i) in the case of fully registered Notes, the Issuer shall establish and maintain with the Paying Agent a Maturity Account for each series of Notes. On or before 11:00 a.m. (Toronto time) on the Business Day prior to the Stated Maturity date for each series of Notes outstanding from time to time under this Indenture, the Issuer shall deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts payable in respect of the outstanding Notes of such series (less any Taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium (if any) on, such Notes, upon surrender of such Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day Business Day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $25,000,000 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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b)Except as may otherwise be provided herein or in any supplemental indenture in respect of any series of Debentures, payments of amounts due upon maturity of the Debentures will be made in the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall manner. The Corporation will establish and maintain with the Paying Agent Indenture Trustee a Maturity Debt Account for each series of NotesDebentures. Each such Debt Account shall be maintained by and be subject to the control of the Indenture Trustee for the purposes of this Indenture. On or before 11:00 9:00 a.m. (Toronto Calgary time) on the Stated Maturity each maturity date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Corporation will deposit in the applicable Maturity Debt Account by wire transfer or certified cheque an amount sufficient to pay all amounts the amount payable in respect of the outstanding Notes of such series Debentures (less any Taxes tax required by law to be deducted or withheld therefromdeducted). The Paying Agent Indenture Trustee, on behalf of the Corporation will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) on, such Notesand accrued and unpaid interest on the Debenture, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Indenture Trustee designated for such purpose from time to time by the Issuer Corporation and the Indenture Trustee. The deposit or making available of such amounts into to the applicable Maturity Debt Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debenture will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b2.13(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 2029 Notes, Article 3):
(i) in the case of fully registered Definitive Notes, the Issuer shall establish and maintain with the Paying Agent a Maturity Account for each series of Notes. On or before 11:00 a.m. (Toronto time) on the Business Day before the Stated Maturity date for each series of Notes outstanding from time to time under this Indenture, the Issuer shall deposit in the applicable Maturity Account by wire or other electronic transfer or certified cheque an amount sufficient to pay all amounts payable in respect of the outstanding Notes of such series (less any Taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium (if any) on, such Notes, upon surrender of such Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i2.13(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by wire or other electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such wire or other electronic funds to the Trustee for onward payment to the Depository (or its nominee), as applicable, will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required to be made pursuant to this Section 2.12(a)(ii2.13(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a2.13(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i2.13(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b2.16(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3)::
(i) in the case of fully registered Notes, the Issuer shall establish and maintain with the Paying Agent a Maturity Account for each series of the Notes. On or before 11:00 9:00 a.m. (Toronto time) on the Stated Maturity date for each series of Notes outstanding from time to time under this Indenturethe Notes, the Issuer shall deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts payable in respect of the outstanding Notes of such series (less any Taxes taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium Premium (if any) on, such Notes, upon surrender of such Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the TrusteeAgent. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such the Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i2.16(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; andand
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 9:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case Depository by electronic funds transfer, transfer an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, Depository the principal amount of, and premium Premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii2.16(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the The Paying Agent shall have any no obligation to disburse funds pursuant to Section 2.12(a)(i2.16(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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.drawn.
Appears in 1 contract
Samples: Trust Indenture
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the following provisions shall apply to all Notes, except Except as otherwise specified provided in a Terms Schedule or Supplemental Indenture relating applicable to a particular series Series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall will establish and maintain with the Paying Agent Trustee a Maturity Debt Account for each series Series of Notes. On or before 11:00 Each such Debt Account shall be maintained by and be subject to the control of the Trustee for the purposes of this Indenture. Prior to 10:00 a.m. (Toronto time) on the Stated Business Day prior to each Maturity date Date for each series of Notes outstanding from time to time under this IndentureNotes, the Issuer shall will deposit in the applicable Maturity Debt Account by wire transfer or certified cheque an amount sufficient to pay all amounts the principal amount of, Premium (if any) on and accrued and unpaid interest (if any) payable in respect of the outstanding such Notes of such series (less any Taxes taxes required by law to be deducted or withheld therefromwithheld). The Paying Agent Trustee will use the funds deposited in a Debt Account to pay to each Holder the holder of such Notes a Note entitled to receive payment, the principal amount of, Premium on and premium (if any) on, such Notes, any accrued and unpaid interest payable on the Note upon surrender of such Notes to the Paying Agent Note at the Corporate Trust Office or at any branch of the Trustee such other place or places as shall be designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into amount to the applicable Maturity Debt Account will satisfy and discharge the liability of the Issuer for such the Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes taxes deducted or withheld as aforesaidwithheld) and such Notes will thereafter not no longer be considered as to be outstanding under this Indenture to such extent and such Holder the holders thereof will have no right with respect thereto other than the right than to receive out of the money amount so deposited or made available the amount respective amounts to which it is the holders are entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will 2.9 shall constitute an Event of Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 (Veren Inc.)
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b2.13(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 2026 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall establish and maintain with the Paying Agent a Maturity Account for each series of Notes. On or before 11:00 a.m. (Toronto Vancouver time) on the Business Day before the Stated Maturity date for each series of Notes outstanding from time to time under this Indenture, the Issuer shall deposit in the applicable Maturity Account by wire or other electronic transfer or certified cheque an amount sufficient to pay all amounts payable in respect of the outstanding Notes of such series (less any Taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium (if any) on, such Notes, upon surrender of such Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i2.13(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto Vancouver time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by wire or other electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such wire or other electronic funds to the Trustee for onward payment to the Depository (or its nominee), as applicable, will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required to be made pursuant to this Section 2.12(a)(ii2.13(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a2.13(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i2.13(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 2019 Senior Secured Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall establish and maintain with the Paying Agent a Maturity Account for each series of Notes. On or before 11:00 a.m. (Toronto time) on the Business Day prior to the Stated Maturity date for each series of Notes outstanding from time to time under this Indenture, the Issuer shall deposit in the applicable Maturity Account by wire transfer or certified cheque an amount sufficient to pay all amounts payable in respect of the outstanding Notes of such series (less any Taxes required by law to be deducted or withheld therefrom). The Paying Agent will pay to each Holder of such Notes entitled to receive payment, the principal amount of, and premium (if any) on, such Notes, upon surrender of such Notes to the Paying Agent or at any branch of the Trustee designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into the applicable Maturity Account will satisfy and discharge the liability of the Issuer for such Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture to such extent and such Holder will have no other right than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day Business Day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the following provisions shall apply to all Notes, except Except as otherwise specified provided in a Terms Schedule or Supplemental Indenture relating applicable to a particular series Series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall will establish and maintain with the Paying Agent Trustee a Maturity Debt Account for each series Series of Notes. On or before 11:00 Each such Debt Account shall be maintained by and be subject to the control of the Trustee for the purposes of this Indenture. Prior to 10:00 a.m. (Toronto Montréal time) on the Stated each Maturity date Date for each series of Notes outstanding from time to time under this IndentureNotes, the Issuer shall will deposit in the applicable Maturity Debt Account by wire transfer or certified cheque an amount sufficient to pay all amounts the principal amount of, Premium (if any) on and accrued and unpaid interest (if any) payable in respect of the outstanding such Notes of such series (less any Taxes taxes required by law to be deducted or withheld therefromwithheld). The Paying Agent Trustee will use the funds deposited in a Debt Account to pay to each Holder the holder of such Notes a Note entitled to receive payment, the principal amount of, of Premium on and premium (if any) on, such Notes, any accrued and unpaid interest payable on the Note upon surrender of such Notes to the Paying Agent Note at the Corporate Trust Office or at any branch of the Trustee such other place or places as shall be designated for such purpose from time to time by the Issuer and the Trustee. The deposit or making available of such amounts into amount to the applicable Maturity Debt Account will satisfy and discharge the liability of the Issuer for such the Notes to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes taxes deducted or withheld as aforesaidwithheld) and such Notes will thereafter not to that extent be considered as to be outstanding under this Indenture to such extent and such Holder the holders thereof will have no right with respect thereto other right than to receive out of the money amount so deposited or made available the amount respective amounts to which it is the holders are entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will 2.9 shall constitute an Event of Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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
Payments of Amounts Due on Maturity. (a1) Subject to Section 2.12(b)Except as may otherwise be provided herein, payments of amounts due upon maturity of the Notes will be made in the following provisions manner. The Corporation shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series have the option of Notes (and, in the case satisfying payment of the 2024 Notes, Article 3):
principal amount of the Notes together with any accrued and unpaid interest thereon on the Maturity Date either: (i) in cash, or (ii) through the case issuance of fully registered Notes, Freely Tradeable Common Shares at the Issuer shall Current Market Price. The Corporation will establish and maintain with the Paying Agent Trustee a Maturity Account for each series of the Notes. On The Maturity Account shall be maintained by and be subject to the control of the Trustee for the purposes of this Indenture. If the Corporation elects to make such payments in cash, then on or before 11:00 a.m. (Toronto Calgary time) on not less than one Business Day immediately prior to the Stated Maturity date Date for each series of Notes outstanding from time to time under this Indenture, the Issuer shall Corporation will deliver to the Trustee a certified cheque or wire transfer for deposit in the applicable Maturity Account by wire transfer or certified cheque in an amount sufficient to pay all amounts the cash amount payable in respect of such Notes (including the outstanding Notes of such series (principal amount together with any accrued and unpaid interest thereon less any Taxes tax required by law to be deducted or withheld therefromdeducted). The Paying Agent Trustee, on behalf of the Corporation, will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) on, such Notesand accrued and unpaid interest on the Note, upon surrender of such Notes to the Paying Agent or Note at any branch of the Trustee designated for such purpose from time to time by the Issuer Corporation and the Trustee. The deposit or making available delivery of such amounts into funds to the Trustee for deposit to the applicable Maturity Account will satisfy and discharge the liability of the Issuer Corporation for such the Notes to which the deposit or making available delivery of funds relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited delivered or made available the amount to which it is entitled. Failure Interest shall cease to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment accrue on the Notes in respect of which upon the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to Date provided the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not has received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 Maturity Date, from the use of the LVTS. Neither the Trustee nor the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) unless it has received written confirmation satisfactory to it that Corporation all the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable on the applicable date of Maturity. The Paying Agent shallNotes.
(2) Notwithstanding the foregoing, if it accepts any funds received an IPO has not occurred on or prior to the Maturity Date, then the holder may, at its option by it the delivery of a notice of conversion in the form attached hereto as Schedule B at least ten (10) calendar days prior to the Maturity Date, require the Corporation to satisfy the payment of uncertified chequesthe principal amount of the Notes together with any accrued and unpaid interest thereon on the Maturity Date through the issuance of Common Shares at a deemed price per Common Share equal to the price per Common Share of either the last (i) offering of Common Shares made by the Corporation to an arm’s length investor for cash proceeds of at least $5,000,000, be entitled or (ii) exercise of Common Share purchase warrants by an arm’s length party for cash proceeds of at least $5,000,000, whichever shall have occurred most recently prior 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 drawnMaturity Date.
Appears in 1 contract
Samples: Indenture (Sundial Growers Inc.)
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b), the following provisions shall apply to all Notes, Except as may otherwise be provided in any supplemental indenture in respect of any series of Debentures and except as otherwise specified provided in a Supplemental Indenture relating to a particular series this Indenture, payments of Notes (and, amounts due upon maturity of the Debentures will be made in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall following manner. The Trustee will establish and maintain with for the Paying Agent residual benefit of the Corporation, a Maturity Debt Account for each series of NotesDebentures. Each such Debt Account shall be maintained by and be subject to the control of the Trustee for the purposes of this Indenture. On or before 11:00 a.m. (Toronto time) on the Stated Maturity Business Day immediately prior to each maturity date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Corporation will deposit in the applicable Maturity Debt Account by wire an electronic funds transfer or certified cheque an amount sufficient to pay all amounts the amount payable in respect of the outstanding Notes of such series Debentures (less any Taxes tax required by law to be deducted or withheld therefrom)pursuant to Section 7.8) . The Paying Agent Trustee shall disburse such maturity payments only upon receipt of the required funds. The Trustee, on behalf of the Corporation, will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) on, such Noteson the Debenture, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Trustee designated for such purpose from time to time by the Issuer and the TrusteeDesignated Office. The deposit or making available of such amounts into to the applicable Maturity Debt Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit or making available of funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited or made available the amount to which it is entitled. Failure to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment on the Notes in respect of which the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) 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 on the applicable date of Maturity. The Paying Agent 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 (Kirkland Lake Gold Ltd.)
Payments of Amounts Due on Maturity. (a) Subject to Section 2.12(b)Except as may otherwise be provided herein or in any supplemental indenture in respect of any series of Debentures, payments of amounts due upon maturity of the Debentures will be made in the following provisions shall apply to all Notes, except as otherwise specified in a Supplemental Indenture relating to a particular series of Notes (and, in the case of the 2024 Notes, Article 3):
(i) in the case of fully registered Notes, the Issuer shall manner. The Corporation will establish and maintain with the Paying Agent Trustee a Maturity Account for each series of NotesDebentures. Each such Maturity Account shall be maintained by and be subject to the control of the Trustee for the purposes of this Indenture. On or before 11:00 a.m. (Toronto time) on the Stated not less than five Business Days immediately prior to each Maturity date Date for each series of Notes Debentures outstanding from time to time under this Indenture, the Issuer shall Corporation will deliver to the Trustee a certified cheque or wire transfer for deposit in the applicable Maturity Account by wire transfer or certified cheque in an amount sufficient to pay all amounts the cash amount payable in respect of such Debentures (including the outstanding Notes of such series (principal amount together with any accrued and unpaid interest thereon less any Taxes tax required by law to be deducted or withheld therefromdeducted). The Paying Agent Trustee, on behalf of the Corporation, will pay to each Holder of such Notes holder entitled to receive payment, payment the principal amount of, of and premium (if any) on, such Notesand accrued and unpaid interest on the Debenture, upon surrender of such Notes to the Paying Agent or Debenture at any branch of the Trustee designated for such purpose from time to time by the Issuer Corporation and the Trustee. The deposit or making available delivery of such amounts into funds to the Trustee for deposit to the applicable Maturity Account will satisfy and discharge the liability of the Issuer Corporation for such Notes the Debentures to which the deposit or making available delivery of funds relates to the extent of the amount deposited or made available delivered (plus the amount of any Taxes tax deducted or withheld as aforesaid) and such Notes Debentures will thereafter to that extent not be considered as outstanding under this Indenture to such extent and such Holder holder will have no other right in regard thereto other than to receive out of the money so deposited delivered or made available the amount to which it is entitled. Failure Interest shall cease to make a deposit or make funds available as required to be made pursuant to this Section 2.12(a)(i) will constitute Default in payment accrue on the Notes in respect of which Debentures upon the deposit or making available of funds was required to have been made; and
(ii) in the case of any series of Notes issued and outstanding in the form of or represented by Global Notes, on or before 11:00 a.m. (Toronto time) on the day prior to the Stated Maturity date for such Notes, the Issuer shall deliver to the Trustee, for onward payment to the Depository, in each case by electronic funds transfer, an amount sufficient to pay the amount payable in respect of such Global Notes (less any Taxes required by law to be deducted or withheld therefrom). The Issuer shall pay to the Trustee, for onward payment to the Depository, the principal amount of, and premium (if any) on, such Global Notes, against receipt of the relevant Global Notes. The delivery of such electronic funds to Date provided the Trustee for onward payment to the Depository will satisfy and discharge the liability of the Issuer for the series of Notes to which the electronic funds relates to the extent of the amount deposited or made available (plus the amount of any Taxes deducted or withheld as aforesaid) and such Notes will thereafter not be considered as outstanding under this Indenture unless such electronic funds transfer is not has received. Failure to make delivery of funds available as required pursuant to this Section 2.12(a)(ii) will constitute Default in payment on the Notes of the series in respect of which the delivery or making available of funds was required to have been made.
(b) Notwithstanding Section 2.12(a), all payments in excess of $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 Maturity Date, from the use of the LVTS. Neither the Trustee nor the Paying Agent shall have any obligation to disburse funds pursuant to Section 2.12(a)(i) unless it has received written confirmation satisfactory to it that Corporation all the funds have been deposited with it in sufficient amount to pay in full all amounts due and payable on the applicable date of Maturity. The Paying Agent 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 drawnDebentures.
Appears in 1 contract
Samples: Debenture Indenture