Common use of Registration of Debentures Clause in Contracts

Registration of Debentures. (1) The Corporation shall cause to be kept by and at the principal office of the Trustee in the City of Toronto a central register and in such other place or places, by the Trustee or by such other registrar or registrars, if any, as the Corporation with the approval of the Trustee may designate, branch registers in which shall be entered the names and latest known addresses of the Holders of Debentures and the other particulars, as prescribed by law, of the Debentures held by them respectively and of all transfers of Debentures. Such registration shall be noted on the Debentures by the Trustee or other registrar. No transfer of a Debenture shall be effective as against the Corporation unless made on one of the appropriate registers by the Debentureholder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in form and execution satisfactory to the Trustee and upon compliance with such requirements as the Trustee or other registrar may prescribe, and unless such transfer shall have been duly noted on such Debenture by the Trustee or other registrar. (2) The registers referred to in this section shall at all reasonable times be open for inspection by the Corporation, the Trustee and any Debentureholder. (3) The registered Holder of a Debenture may at any time and from time to time have such Debenture transferred at any of the places at which a register is kept pursuant to the provisions of this section in accordance with such reasonable regulations as the Trustee may prescribe. The Holder of a Debenture may at any time and from time to time have the registration of such Debenture transferred from the register in which the registration thereof appears to another register maintained in another place authorized for that purpose under the provisions of this Indenture upon payment of a reasonable fee to be fixed by the Trustee. (4) Neither the Corporation nor the Trustee nor any registrar shall be required to transfer or exchange any Debentures on any Interest Payment Date or during the ten Business Days immediately preceding any Interest Payment Date. (5) None of the Trustee, any registrar for any of the Debentures or the Corporation shall be charged with notice of or be bound to see to the execution of any trust, whether express, implied or constructive, in respect of any Debenture and may transfer any Debenture on the direction of the Holder thereof, whether named as trustee or otherwise, as though that Person were the beneficial owner thereof. (6) Except in the case of the central register required to be kept at the City of Toronto, the Corporation shall have power at any time to close any branch register and in that event it shall transfer the records thereof to another existing register or to a new register and thereafter such Debentures shall be deemed to be registered on such existing or new register, as the case may be. In the event that the register in any place is closed and the records transferred to a register in another place, notice of such change shall be given to the Holders of the Debentures registered in the register so closed and the particulars of such change shall be recorded in the central register required to be kept in the City of Toronto. (7) Every registrar shall, when requested to do so by the Corporation or the Trustee, furnish the Corporation or the Trustee, as the case may be, with a list of the names and addresses of the Holders of Debentures showing the principal amounts and serial numbers of such Debentures held by each Holder.

Appears in 1 contract

Samples: Trust Indenture (MDC Partners Inc)

AutoNDA by SimpleDocs

Registration of Debentures. (1a) The Corporation shall shall, at all times while any Debentures are outstanding, cause to be kept by and the Trustee at the principal office of the Trustee in the City of Toronto a central register Calgary and in such other place or places, by the Trustee or by such other registrar or registrars, if any, places as the Corporation with the approval of the Trustee may designate, branch registers (“Register(s)”) in which shall be entered the names and latest known addresses of the Holders of Debentures Debentureholders and the other particulars, as prescribed by law, Principal Sum and certificate number of the Debentures held by them respectively and of all transfers of Debentures. Such registration shall be noted on the Debentures by the Trustee or other registrar. No transfer of a Debenture shall be effective as against the Corporation valid unless made on one of the appropriate registers by the Debentureholder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument a Transfer in form and execution satisfactory to the Trustee and writing, upon compliance with such requirements as the Trustee or other registrar may prescribe, and unless such transfer shall have been duly noted entered on such Debenture by one of the Trustee or other registrarappropriate Registers. (2b) The registers referred to in this section Registers shall at all reasonable times be open for inspection by the Corporation, the Trustee and or any Debentureholder. The Trustee shall from time to time when requested so to do by the Corporation or a Debentureholder, subject to Applicable Law, furnish the Corporation or such Debentureholder with a list of the names and addresses of Debentureholders entered on the Register and showing the Principal Sum and certificate numbers of the Debentures held by each Debentureholder. The reasonable costs of furnishing any such lists shall be for the account of the Corporation. (3c) The registered Holder of a Debenture A Debentureholder may at any time and from time to time have such Debenture transferred at any of the places at which a register Register is kept pursuant to the provisions of this section Section, in accordance with such reasonable regulations as the Trustee may prescribe. The Holder , which shall include delivery of the Debenture together with a Debenture may at any time duly exercised Transfer, and from time subject to time have the registration of such Debenture transferred from the register in which the registration thereof appears to another register maintained in another place authorized for that purpose under the provisions of this Indenture upon payment of a reasonable fee the costs referred to be fixed by the Trusteein Section 2.9(b). (4d) Neither the Corporation nor the Trustee nor any registrar shall be required to transfer or exchange any Debentures on any Interest Payment Date or during the ten Business Days immediately preceding any Interest Payment Date. (5) None of the Trustee, any registrar for any of the Debentures or the Corporation shall be charged with notice of or be bound to see to the execution of any trust, whether expressexpressed, implied or constructive, in with respect to any Debenture nor be affected by notice of any Debenture equity that may be subsisting with respect thereto and the Trustee and the Corporation may transfer any Debenture on the direction of the Holder thereof, Debentureholder whether named as trustee or otherwise, as though that Person were the beneficial owner thereof. (6e) Except in the case of the central register Register required to be kept at the Trustee’s principal office in the City of TorontoCalgary, the Corporation shall have power Corporation, with the approval of the Trustee, may at any time to close any branch register Register upon which the registration of any Debenture appears and in that event it shall transfer the records thereof to another existing register Register or to a new register Register and thereafter such Debentures shall be deemed to be registered on such existing or new registerRegister, as the case may be. In the event that the register in any place is closed and the records transferred to a register in another place, notice of such change shall be given to the Holders of the Debentures registered in the register so closed and the particulars of such change shall be recorded in the central register required to be kept in the City of Toronto. (7) Every registrar shall, when requested to do so by the Corporation or the Trustee, furnish the Corporation or the Trustee, as the case may be, with a list of the names and addresses of the Holders of Debentures showing the principal amounts and serial numbers of such Debentures held by each Holder.

Appears in 1 contract

Samples: Trust Indenture (Surge Global Energy, Inc.)

Registration of Debentures. (1a) The Corporation shall shall, at all times while any Debentures are outstanding, cause to be kept by and at the principal office of the Trustee in the City of Toronto Toronto, Ontario a central register register, and in such other place or places, by the Trustee or by such other registrar or registrars, if any, as the Corporation with the approval of the Trustee may designate, branch registers in which shall be entered the names and latest known addresses of the Holders of Debentures and the other particulars, as prescribed by law, of the Debentures held by them respectively and of all transfers of Debentures. Such registration shall be noted on the Debentures by the Trustee or other registrar. No transfer of a Debenture shall be effective as against the Corporation unless made on one of the appropriate registers by the Debentureholder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in form and execution satisfactory to the Trustee or other registrar and upon compliance with such reasonable requirements as the Trustee or other registrar may prescribe, and unless such transfer the name of the transferee shall have been duly noted on such Debenture register by the Trustee or other registrar. (2b) The registers referred to in this section shall at all reasonable times times, during the regular business hours of the offices of the Trustee or other registrar, as applicable, be open for inspection by the Corporation, the Trustee and any Debentureholder. (3c) The registered Holder of a Debenture A Debentureholder may at any time and from time to time have such a Debenture transferred at any of the places at which a register is kept pursuant to the provisions of this section 2.8 upon surrender of such Debenture to the Trustee at its principal stock transfer office in the City of Toronto, together with the assignment form annexed to such Debenture or any other written notice in form and substance satisfactory to the Trustee, in either case duly executed by the Holder or the Holder's executors or administrators or other legal representatives or his or her attorney duly appointed by an instrument in writing and in form and substance satisfactory to the Trustee, exercising the Holder's right to transfer such Debenture in accordance with the provisions of this Article 2, and in accordance with such reasonable regulations as the Trustee may prescribe. The Holder of a Debenture A Debentureholder may at any time and from time to time have the registration of such a Debenture transferred from the register in which the registration thereof appears to another register maintained in another place authorized for that purpose under the provisions of this Indenture upon payment of a reasonable fee to be fixed by the Trustee. (4d) Neither the Corporation nor the Trustee nor any registrar shall be required to transfer or exchange any Debentures (i) on any Interest date on which interest is payable on the Debentures or during the 15 Business Days immediately preceding any such date; or (ii) on the date of redemption fixed in accordance with the terms of this Indenture or during the 15 Business Days immediately preceding any such date; or (iii) on any Payment Date or during the ten 5 Business Days immediately preceding any Interest the Payment Date; or (iv) selected or called for redemption in whole or in part thereof. (5e) None of the Trustee, any registrar for any of the Debentures or the Corporation shall be charged with notice of or be bound to see to the execution of any trust, whether express, implied or constructive, in respect of any Debenture and may transfer any Debenture on the direction of the Holder thereof, whether named as trustee or otherwise, as though that Person were the beneficial owner thereof. (6f) Except in the case of the central register required to be kept at the City of Toronto, the Corporation shall have power at any time to close any branch register and in that event it shall transfer the records thereof to another existing register or to a new register and thereafter such Debentures shall be deemed to be registered on such existing or new register, as the case may be. In the event that the register in any place is closed and the records transferred to a register in another place, notice of such change shall be given to the Holders of the Debentures Debentureholders registered in the register so closed and the particulars of such change shall be recorded in the central register required to be kept in the City of Toronto. (7g) Every registrar shall, when requested to do so in writing by the Corporation or the Trustee, furnish the Corporation or the Trustee, as the case may be, with a list of the names and addresses of the Holders of Debentures entered on the registers maintained by such registrar and showing the principal amounts and serial numbers of such the Debentures held by each such Holder.

Appears in 1 contract

Samples: Trust Indenture (Certicom Corp)

Registration of Debentures. (1) The Corporation shall cause to be kept by and at the principal office of the Trustee in the City of Toronto Vancouver a central register register, and in such other place or places, by and at the principal offices of the Trustee in Xxxxxxxxx, Xxxxxxx and Montreal, or by such other registrar or registrars, if any, as the Corporation with the approval of the Trustee may designate, branch registers registers, in which shall be entered the names and latest known addresses of the Holders of Debentures and the other particularsHolders, as prescribed by law, particulars of the principal amount of Debentures held by them respectively and the particulars of all transfers of Debentures and such other particulars of the Debentures. Such registration shall , as may be noted on the Debentures prescribed by the Trustee or other registrarlaw. No transfer of a Debenture shall be effective as against the Corporation unless made on one of the appropriate registers upon surrender of such Debenture to the Trustee or other registrar by the Debentureholder or his executors or executors, administrators or other legal representatives or his or their attorney duly appointed by an instrument in form and execution satisfactory to the Trustee or other registrar and upon compliance with such requirements as the Trustee or other registrar may prescribe, and unless such transfer shall have been duly noted on such Debenture by the Trustee or other registrar. (2) The registers referred to in this section shall at all reasonable times be open for inspection by the Corporation, the Trustee and any Debentureholder. (3) The registered Holder of a Debenture may at any time and from time to time have such Debenture transferred at any of the places at which a register is kept pursuant to the provisions of this section in accordance with such reasonable regulations as the Trustee may prescribe. The Holder of a Debenture may at any time and from time to time have the registration of such Debenture transferred from the register in which the registration thereof appears to another register maintained in another place authorized for that purpose under the provisions of this Indenture upon payment of a reasonable fee to be fixed by the Trustee. (4) Neither the Corporation nor the Trustee nor any registrar shall be required to transfer or exchange any Debentures on any Interest Payment Date or during the ten Business Days immediately preceding any Interest Payment Dateinterest payment date. (5) None of Subject to applicable law, neither the TrusteeCorporation, nor the Trustee nor any registrar for any of the Debentures or the Corporation shall be charged with bound to take notice of or be bound to see to the execution of any trust, whether express, implied or constructive, in respect of any Debenture and the Trustee and any registrar may transfer any Debenture on the direction of the Holder thereof, whether named as trustee or otherwise, as though that Person were the beneficial owner thereof. (6) Except in the case of the central register required to be kept at the City of TorontoVancouver, British Columbia, the Corporation shall have power at any time to close any branch register and register, in that which event it shall transfer the records thereof to another existing register or to a new register 144554\0512933.WP register, and thereafter such Debentures shall be deemed to be registered on such existing or new register, as the case may be. In the event that the register in any place is closed and the records transferred to a register in another place, notice of such change shall be given to the Holders of the Debentures registered in the register so closed and the particulars of such change shall be recorded in the central register required to be kept in the City of TorontoVancouver, British Columbia. (7) Every The Trustee and every registrar shall, when requested to do so by the Corporation or the Trustee, furnish the Corporation or the Trustee, as the case may be, with a list of the names and addresses of the Holders of Debentures showing the principal amounts and serial numbers of such Debentures held by each Holder.

Appears in 1 contract

Samples: Trust Indenture (Dakota Mining Corp)

Registration of Debentures. (1) The Corporation shall cause to be kept by and at the principal office of the Trustee in the City of Toronto Toronto, Ontario a central Debenture register and in such other place or places, by the Trustee or by such other registrar or registrars, if any, as the Corporation with the approval of the Trustee may designate, branch registers in which shall be entered the names and latest known addresses of the Holders of Debentures and the other particulars, as prescribed by law, of the Debentures held by them respectively and of all transfers of Debentures. Such name registration shall be noted on the Debentures by the Trustee or other registrar. No transfer of a Debenture shall be effective as against the Corporation unless made on one of the appropriate registers Debenture register and made by the Debentureholder registered Holder or his its executors or administrators or other legal representatives or his its or their attorney duly appointed by an instrument in writing in form and execution satisfactory to the Trustee and Trustee, upon compliance with such requirements as the Trustee or other registrar may prescribe, and unless such transfer shall have been duly noted on such Debenture by the Trustee or other registrar. (2) The registers referred to in this section shall at all reasonable times be open for inspection by the Corporation, the Trustee and any Debentureholder. (3) The registered Holder of a Debenture may at any time and from time to time have such Debenture transferred at any of the places place at which a the register is kept pursuant to the provisions of this section Section and in accordance with such reasonable regulations as the Trustee may prescribe. . (3) The Holder of party requesting any transfer pursuant to this Section 2.9 shall, as a Debenture may at condition precedent to such transfer, reimburse the Trustee for any time and from time stamp or other security transfer tax or governmental charge required to time have the registration be paid in respect of such transfer and, in addition, pay a reasonable charge for the Trustee's services for each Debenture transferred from the register in which the registration thereof appears to another register maintained in another place authorized and for that purpose under the provisions of this Indenture each Debenture issued upon payment of a reasonable fee to be fixed by the Trusteesuch transfer. (4) Neither the Corporation nor the Trustee nor any registrar shall be required to transfer or exchange (pursuant to Section 2.12) any Debentures on any Interest 21 -15- Payment Date or during the ten Redemption Date or for a period of 15 Business Days immediately preceding any Interest Payment Date or Redemption Date. (5) None of the Trustee, Trustee or any registrar for any of the Debentures or the Corporation shall be charged with notice of or be bound to see to the execution of any trust, whether express, implied or constructive, in respect of any Debenture and may transfer any Debenture on the direction of the Holder thereof, whether named as trustee or otherwise, as though that Person were the beneficial owner thereof. (6) Except in the case of the central register required to be kept at the City of Toronto, the Corporation shall have power at any time to close any branch register and in that event it shall transfer the records thereof to another existing register or to a new register and thereafter such Debentures shall be deemed to be registered on such existing or new register, as the case may be. In the event that the register in any place is closed and the records transferred to a register in another place, notice of such change shall be given to the Holders of the Debentures registered in the register so closed and the particulars of such change shall be recorded in the central register required to be kept in the City of Toronto. (7) Every registrar shall, when requested to do so by the Corporation or the Trustee, furnish the Corporation or the Trustee, as the case may be, with a list of the names and addresses of the Holders of Debentures showing the principal amounts and serial numbers of such Debentures held by each Holder.

Appears in 1 contract

Samples: Indenture (Amvescap PLC/London/)

AutoNDA by SimpleDocs

Registration of Debentures. (1) The Corporation Company shall cause to be kept by and at the principal corporate trust office of the Trustee in the City of Toronto Montreal, a central register Debentures register, and in such other place or places, by and at the principal corporate trust office of the Trustee (or by such other registrar or registrars, if any, as the Corporation Company with the approval of the Trustee may designate) in each of the Cities of Toronto, Calgary, Vancouver and Winnipeg and in such other place or places as the Company with the approval of the Trustee may designate, branch registers in which shall be entered the names and latest known addresses of the Holders of Debentures and the other particulars, as prescribed by law, of the Debentures held by them respectively and of all transfers of Debentures. Such name registration shall be noted on the Debentures by the Trustee or other registrar. No transfer of a Debenture shall be effective as against the Corporation Company unless made on one of the appropriate registers and made by the Debentureholder registered holder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and execution satisfactory to the Trustee and Trustee, upon compliance with such requirements as the Trustee or other registrar may prescribe, and unless such transfer shall have been duly noted on such Debenture by the Trustee or other registrar. (2) . The registers referred to in this section shall at all reasonable times be open for inspection by the CorporationCompany, by the Trustee and by any Debentureholder. (3) . The registered Holder of a Debenture may at any time and from time to time have such Debenture transferred at any of the places at which a register is kept pursuant to the provisions of this section and in accordance with such reasonable regulations as the Trustee may prescribe. The Holder of a Debenture may at any time and from time to time have the registration of such Debenture transferred from the register in which the registration thereof appears to another register maintained in another place authorized for that purpose under the provisions of this Indenture upon payment of a reasonable fee to be fixed by the Trustee. (4) . Neither the Corporation Company nor the Trustee nor any registrar shall be required to transfer or exchange any Debentures on any Interest Payment Date or during the ten and for a period of 15 Business Days immediately next preceding any Interest Payment Date. (5) . None of the Trustee, any registrar for any of the Debentures or and the Corporation Company shall be charged with notice of or be bound to see to the execution of any trust, whether express, implied or constructive, in respect of any Debenture and may transfer any Debenture on the direction of the Holder holder thereof, whether named as trustee or otherwise, as though that Person person were the beneficial owner thereof. (6) . Except in the case of the central register required to be kept at the City of Montreal and the branch registers required to be kept in each of the Cities of Toronto, Calgary, Vancouver and Winnipeg, the Corporation Company shall have power at any time to close close, with the prior approval of the Trustee, any branch register upon which the registration of any Debentures appears and in that event it shall transfer the records thereof to another existing register or to a new register and thereafter such Debentures shall be deemed to be registered on such existing or new register, as the case may be. In the event that the register in any place is closed and the records transferred to a register kept in another place, notice of such change shall be given given, in the manner provided in section 2.15, to the Holders of the Debentures registered in the register so closed and in addition the particulars of such change shall be recorded in the central register required to be kept in the City of Toronto. (7) Montreal. Every registrar shall, when requested to do so by the Corporation Company or the Trustee, furnish the Corporation Company or the Trustee, as the case may be, with a list of the names and addresses of the Holders of Debentures showing the principal amounts and serial numbers of such Debentures held by each Holderholder.

Appears in 1 contract

Samples: Indenture (Telesystem International Wireless Inc)

Registration of Debentures. (1) The Corporation shall cause to be kept registers hereinafter referred to in which shall be entered the names and addresses of the holders of Debentures and particulars of the Debentures held by them respectively and of all transfers of Debentures. No transfer of a Debenture shall be valid unless made on the appropriate register by the holder or his executors or administrators or other legal representative, or his or their attorney duly appointed by an instrument in writing in form and execution satisfactory to the Trustee or other registrar, and upon compliance with such reasonable requirements as the Trustee or other registrar may prescribe, nor unless such transfers have been duly noted on such Debenture by the Trustee or other registrar. The registers referred to in this Section 2.7 shall be kept by and at the principal office of the Trustee in the City of Toronto a central register Vancouver, British Columbia and in at such other place or places, places and by the Trustee or by such other registrar or registrars, if any, as the Corporation with the approval of the Trustee may designate, branch registers in which shall be entered the names and latest known addresses of the Holders of Debentures and the other particulars, as prescribed by law, of the Debentures held by them respectively and of all transfers of Debenturesdesignate from time to time. Such registration shall be noted on the Debentures by the Trustee or other registrar. No transfer of a Debenture shall be effective as against the Corporation unless made on one of the appropriate registers by the Debentureholder or his executors or administrators or other legal representatives or his or their attorney duly appointed by an instrument in form and execution satisfactory to the Trustee and upon compliance with such requirements as the Trustee or other registrar may prescribe, and unless such transfer shall have been duly noted on such Debenture by the Trustee or other registrar. (2) The registers referred to in this section Section 2.7 shall at all reasonable times be open for inspection by the Corporation, by the Trustee and by any Debentureholder. (3) . The registered Holder holder of a Debenture may at any time and from time to time have such Debenture transferred at any of the places at which a register is kept pursuant to the provisions of this section Section 2.7, in accordance with such reasonable regulations as the Trustee or other registrar may prescribe. The Holder of a Debenture may at any time and from time to time have the registration of such Debenture transferred from the register in which the registration thereof appears to another register maintained in another place authorized for that purpose under the provisions of this Indenture upon payment of a reasonable fee to be fixed by the Trustee. (4) Neither the Corporation nor the Trustee nor any registrar shall be required (i) to transfer or exchange any Debentures on the day of any Interest Payment Date selection by the Trustee of any Debentures to be redeemed or purchased or during the ten Business Days immediately five preceding business days or thereafter until after the mailing of any Interest Payment Date. notice of redemption or purchase; or (5ii) None to transfer or exchange any Debenture selected or called for redemption in whole or in part unless upon due presentation thereof such Debenture or part thereof called for redemption shall not be redeemed. As a prior condition to the transfer of a Debenture, each proposed transferee of a Debenture shall (i) deliver to the Trustee an opinion of counsel acceptable to the Trustee and the Corporation, or otherwise satisfy the Corporation, that the Debenture can be transferred without violation of the registration requirements of the U.S. Securities Act and (ii) deliver to the Trustee an acknowledgement of being aware that the Debentures are "restricted securities" as defined under Rule 144 under the U.S. Securities Act and have not been registered under the U.S. Securities Act or the securities laws of any state of the United States, that the Corporation has no obligation to register any of the Debentures under the U.S. Securities Act or the securities laws of any state of the United States, that the Debentures may not be offered or sold unless registered in accordance with United States federal securities laws and all applicable state securities laws or exemptions from such requirements are available, that the Trustee will not register any transfer of any Debenture not made pursuant to an available exemption from the registration requirements of the U.S. Securities Act and that the Debentures shall bear a legend to that effect. Subject to applicable law, none of the Trustee, any registrar for any of the Debentures or and the Corporation shall be charged with notice of or be bound to see to the execution of any trust, whether expressexpressed, implied or constructive, in respect of any Debenture and the Trustee or the Corporation may transfer any Debenture on the direction of the Holder holder thereof, whether named as trustee or otherwise, as though that Person person were the beneficial owner thereof. (6) . Except in the case of the central register required to be kept at the City of TorontoVancouver, British Columbia, the Corporation shall have power at any time to close any branch register upon which the registration of any Debenture appears and in that event it shall transfer the records thereof to another existing register or to a new register and thereafter such Debentures shall be deemed to be registered on such existing or new register, as the case may be. In the event that the register in any place is closed and the records transferred to a register in another place, notice of such change shall be given to the Holders of the Debentures registered in the register so closed and the particulars of such change shall be recorded in the central register required to be kept in the City of Toronto. (7) Every registrar The Trustee shall, when requested so to do so by the Corporation or the TrusteeCorporation, furnish the Corporation or the Trustee, as the case may be, with a list of the names and addresses of the Holders registered holders of Debentures showing the principal amounts and serial numbers of such Debentures held by each Holderholder.

Appears in 1 contract

Samples: Trust Indenture (American Natural Energy Corp)

Registration of Debentures. (1) 2.13.1 The Corporation Company shall cause to be kept by and at the principal office of the Trustee in the City of Toronto Vancouver a central register register, and by and at the principal office of the Trustee in the city of Toronto and in such other place or places, places and by the Trustee or by such other registrar or registrars, if any, as the Corporation Company with the approval of the Trustee may designate, branch registers in which shall be entered the names and latest known addresses of the Holders of Debentures Debenture holders and the other particulars, as particulars prescribed by law, law of the fully registered Debentures held by them respectively and of all transfers of fully registered Debentures. Such registration shall be noted on the Debentures by the Trustee or other registrar. No transfer of a fully registered Debenture shall be effective as against the Corporation Company unless made on one of the appropriate registers by the Debentureholder registered holder or his his, her or their executors or administrators or other legal representatives or his his, her or their attorney duly appointed by an instrument in writing in form and execution satisfactory to the Trustee and Trustee, upon compliance with such requirements as the Trustee or and/or other registrar may prescribe, and unless such transfer shall have been duly noted on such Debenture by the Trustee or other registrar. (2) 2.13.2 The registers referred to in this section 2.13 shall at all reasonable times be open for inspection by the CorporationCompany, by the Trustee and by any DebentureholderDebenture holder. (3) 2.13.3 The registered Holder holder of a Debenture may at any time and from time to time have such Debenture transferred at any of the places at which a register is kept pursuant to the provisions of this section 2.13 and in accordance with such reasonable regulations as the Trustee may prescribe. . 2.13.4 The Holder holder of a Debenture may at any time and from time to time have the registration of such Debenture transferred from the register in which the registration thereof appears to another register maintained in another place authorized for that purpose under the provisions of this Indenture indenture upon payment of a reasonable fee to be fixed by the Trustee. (4) Neither the Corporation nor 2.13.5 The register maintained by the Trustee nor any registrar pursuant to the terms hereof shall be required to transfer or exchange any conclusive proof of the ownership of the Debentures on any Interest Payment Date or during and the ten Business Days immediately preceding any Interest Payment Date. (5) None of Company, the Trustee, any registrar for Debenture register and any paying agent or any of the Debentures or the Corporation them shall not be charged with notice of or be bound to see to the execution of any trust, whether express, implied or constructive, in respect of any Debenture and may transfer any Debenture on the direction of the Holder holder thereof, whether named as trustee or otherwise, as though that Person person were the beneficial owner thereof. (6) 2.13.6 Except in the case of the central register required to be kept at the City of TorontoVancouver, the Corporation Company shall have power at any time to close any branch register upon which the registration of any Debentures appears and in that event it shall transfer the records thereof to another existing register or to a new register and thereafter such Debentures shall be deemed to be registered on such existing or new register, register as the case may be. In the event that the register in any place is closed and the records transferred to a register kept in another place, notice of such change shall be given given, in the manner provided in section 12.2, to the Holders holders of the Debentures registered in the register so closed and in addition the particulars of such change shall be recorded in the central register required to be kept in the City of TorontoVancouver. (7) 2.13.7 Every registrar shall, when requested so to do so by the Corporation Company or the Trustee, furnish the Corporation Company or the Trustee, as the case may be, with a list of the names and addresses of the Holders holders of Debentures showing the principal amounts and serial numbers of such Debentures held by each Holderholder.

Appears in 1 contract

Samples: Trust Indenture (Pan American Silver Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!