Common use of Tax Redemption Clause in Contracts

Tax Redemption. If specified pursuant to Section 301, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301, upon the giving of a notice as described below, if (1) the Issuer determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in Section 301, if any date is so specified, the Issuer has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuer; provided however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 11.05 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. In the event that the Company elects to redeem the Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Securities pursuant to their terms. ARTICLE THIRTEEN SINKING FUNDS

Tax Redemption. If Unless otherwise specified pursuant to Section 3013.1, the Securities of a series will be subject Company shall have the right to redemption at any timeredeem, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if the Company (1or its successor) the Issuer determines that (ai) as a result of (A) any amendment to or change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company’s successor) or of any political subdivision or taxing authority thereof or therein affecting taxationtherein, as applicable, or (B) any amendment to or change in official position regarding an interpretation or application or interpretation of such lawslaws or regulations by any legislative body, regulations court, governmental agency or rulings regulatory authority (including a holding by a court the enactment of competent jurisdictionany legislation and the publication of any judicial decision or regulatory determination), which amendment or change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 3013.1, if any date is so specified, or the Issuer date a party organized in a jurisdiction other than Canada or the United States becomes the Company’s successor, the Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.5, or (bii) on or after a date specified pursuant to Section 301 with respect to 3.1, if any Security of such seriesdate is so specified, or the date a party organized in a jurisdiction other than Canada or the United States becomes the Company’s successor, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, in Canada (or the jurisdiction of organization of the Company’s successor) or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (ai) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such caseseries; provided, the Issuer in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuer; provided however, that (ia) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (iib) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Company shall have the right to redeem, at any time, the Securities of a series will be subject to redemption at any timeseries, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company (or its successor) determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series301, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Securities of a series will be subject Corporation shall have the right to redemption redeem, at any time, the Securities of a series, in whole but and not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Corporation (or its successor) determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after the later of a date specified in pursuant to Section 301, if any date is so specified, or, if applicable, the Issuer date a Person organized in a jurisdiction other than Canada or the United States becomes the Corporation’s successor pursuant to Section 801, the Corporation or such successor reasonably determines that it has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after the later of a date specified pursuant to Section 301 with respect 301, if any date is so specified, or, if applicable, on or after the date a Person organized in a jurisdiction other than Canada or the United States becomes the Corporation’s successor pursuant to any Security of such seriesSection 801, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCorporation or such successor, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCorporation, will likely result in the Issuer Corporation or such successor, becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Corporation or such successor, in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCorporation or such successor; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Corporation would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if in regard to the Securities (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada the U.S. or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 11.05 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada the U.S. or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect. In the event that the Company elects to redeem the Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustee a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Securities pursuant to their terms.

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.05 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. In the event that the Company elects to redeem the Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Securities pursuant to their terms. ARTICLE TWELVE

Tax Redemption. If specified pursuant to Section 301, the Securities of a series The Notes will be subject to redemption at any time, in whole but not in part, at the option of the Issuer, at a Redemption Price redemption price equal to the principal amount thereof thereof, together with accrued and unpaid interest interest, including Special Interest, if any, to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice by the Issuer as described below, if (1) the Issuer or a relevant Guarantor, as the case may be, determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada (or of any political subdivision or taxing authority thereof or therein affecting taxationtherein) or any other jurisdiction in which the Issuer or any Guarantor (including successors) is organized or otherwise resident for tax purposes or any jurisdiction from or through which any payment hereunder or with respect to any note or Note Guarantee is made (any of the foregoing, a “Taxing Jurisdiction”), or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a the date specified in Section 301, if any date is so specifiedof the Indenture, the Issuer or the relevant Guarantor has or will become obligated to pay, on the next succeeding date on which scheduled interest is duepayment date, Additional Amounts pursuant to Section 1005 with respect to any Security the Notes or Note Guarantees as described under Section 4.21 of such series the Indenture or (b) on or after a the date specified pursuant to Section 301 with respect to any Security of such seriesthe Indenture, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or thereinTaxing Jurisdiction, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerIssuer or a Guarantor, or any change, amendment, application or interpretation of the laws of the Taxing Jurisdiction shall be officially proposed, which, in any such case, in the written Opinion of Counsel to the IssuerIssuer or the relevant Guarantor of legal counsel of recognized standing, will result in a material probability that the Issuer becoming or the relevant Guarantor will become obligated to pay, on the next succeeding Interest Payment Datescheduled interest payment date, Additional Amounts with respect to any Security of such series Note or Note Guarantee and (2) in any such case, case the Issuer or the relevant Guarantor, as the case may be, in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerIssuer or the relevant Guarantor; provided however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer or the relevant Guarantor, as applicable, would be obligated to pay such Additional Amounts were a payment in respect of the Securities Notes then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. In the event that the Issuer elects to redeem the notes pursuant to the provisions set forth in the preceding paragraph, the Issuer will deliver to the Trustee:

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Securities of a series will be subject Company shall have the right to redemption at any timeredeem, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if the Company (1or its successor) the Issuer determines that (ai) as a result of (A) any change in or amendment to or change (including any announced prospective change) in the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company's successor) or of any political subdivision or taxing authority thereof or therein affecting taxationtherein, as applicable, or (B) any amendment to or change in official position regarding an interpretation or application or interpretation of such lawslaws or regulations by any legislative body, regulations court, governmental agency or rulings regulatory authority (including a holding by a court the enactment of competent jurisdictionany legislation and the publication of any judicial decision or regulatory determination), which amendment or change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, or the Issuer date a party organized in a jurisdiction other than Canada or the United States becomes the Company's successor, the Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 1005, or (bii) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate is so specified, or the date a party organized in a jurisdiction other than Canada or the United States becomes the Company's successor, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, in Canada (or the jurisdiction of organization of the Company's successor) or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (ai) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such caseseries; provided, the Issuer in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuer; provided however, that (ia) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (iib) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If Unless otherwise specified pursuant to Section 3013.01, the Company shall have the right to redeem the Securities of a series will be subject to redemption at any timeseries, in whole but not in part, at a Redemption Price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as and on the terms and subject to satisfaction of the other conditions described below, if (1) the Issuer determines that (a) as a result of there is any change in or amendment (including any announced prospective change or amendment) to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein therein, affecting taxation, or any change in official position regarding the application or interpretation of such laws, regulations or rulings (including a holding by a court any applicable legislative body, court, governmental agency or regulatory authority of competent jurisdiction)Canada or of any political subdivision or taxing authority thereof or therein, which change or amendment is announced or becomes effective on or after the date of issuance with respect to the Securities of such series and, in a written opinion to the Company of legal counsel of recognized standing, as a result of such change or amendment, the Company has or will (assuming, in the case of any announced prospective change or amendment, that such announced change or amendment will become effective as of the date specified in Section 301, if any date is so specified, such announcement and in the Issuer has or will form announced) become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series 10.05 and (2) in any such casethe Company (or its successor), the Issuer in its business judgment judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuerit; provided provided, however, that (i) no such notice of such redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated obligated, but for such redemption, to pay such Additional Amounts were or later than 365 days after the Company first becomes liable to pay any Additional Amounts as a payment in respect result of the Securities then due, and any changes or amendments described above; (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. Any redemption pursuant to this Section 11.08 shall be effected in accordance with the other provisions of this Article. In the event that the Company elects to redeem the Securities of any series pursuant to this Section, it shall deliver to the Trustee, prior to the giving of the notice of redemption to Holders, an Officer's Certificate stating that it is entitled to redeem the Securities of such series pursuant to this Section. ARTICLE TWELVE SINKING FUNDS

Tax Redemption. If specified pursuant to Section 301, the Securities of a series The Notes will be subject to redemption at any time, in whole but not in part, at the option of the Issuer, at a Redemption Price redemption price equal to the principal amount thereof thereof, together with accrued and unpaid interest interest, including Special Interest, if any, to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice by the Issuer as described below, if (1) the Issuer or a relevant Guarantor, as the case may be, determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada (or of any political subdivision or taxing authority thereof or therein affecting taxationtherein) or any other jurisdiction in which the Issuer or any Guarantor (including successors) is organized or otherwise resident for tax purposes or any jurisdiction from or through which any payment hereunder or with respect to any note or Note Guarantee is made (any of the foregoing, a “Taxing Jurisdiction”), or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a the date specified in Section 301, if any date is so specifiedof this Indenture, the Issuer or the relevant Guarantor has or will become obligated to pay, on the next succeeding date on which scheduled interest is duepayment date, Additional Amounts pursuant to Section 1005 with respect to any Security of such series the Notes or Note Guarantees as described under Section 4.21 hereof or (b) on or after a the date specified pursuant to Section 301 with respect to any Security of such seriesthis Indenture, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or thereinTaxing Jurisdiction, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerIssuer or a Guarantor, or any change, amendment, application or interpretation of the laws of the Taxing Jurisdiction shall be officially proposed, which, in any such case, in the written Opinion of Counsel to the IssuerIssuer or the relevant Guarantor of legal counsel of recognized standing, will result in a material probability that the Issuer becoming or the relevant Guarantor will become obligated to pay, on the next succeeding Interest Payment Datescheduled interest payment date, Additional Amounts with respect to any Security of such series Note or Note Guarantee and (2) in any such case, case the Issuer or the relevant Guarantor, as the case may be, in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerIssuer or the relevant Guarantor; provided however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer or the relevant Guarantor, as applicable, would be obligated to pay such Additional Amounts were a payment in respect of the Securities Notes then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. In the event that the Issuer elects to redeem the notes pursuant to the provisions set forth in the preceding paragraph, the Issuer will deliver to the Trustee:

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in Section 301the applicable supplemental indenture, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.05 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Company shall have the right to redeem, at any time, the Securities of a series will be subject to redemption at any timeseries, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company (or its successor) determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series301, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided howeverPROVIDED, HOWEVER, that (i) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.05 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) -------- ------- no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. In the event that the Company elects to redeem the Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Securities pursuant to their terms. ARTICLE TWELVE SINKING FUNDS

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Securities of a series will be subject Company shall have the right to redemption at any timeredeem, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if the Company (1or its successor) the Issuer determines that (ai) as a result of (A) any change in or amendment to or change (including any announced prospective change) in the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company’s successor) or of any political subdivision or taxing authority thereof or therein affecting taxationtherein, as applicable, or (B) any amendment to or change in official position regarding an interpretation or application or interpretation of such lawslaws or regulations by any legislative body, regulations court, governmental agency or rulings regulatory authority (including a holding by a court the enactment of competent jurisdictionany legislation and the publication of any judicial decision or regulatory determination), which amendment or change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, or the Issuer date a party organized in a jurisdiction other than Canada or the United States becomes the Company’s successor, the Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 1005, or (bii) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate is so specified, or the date a party organized in a jurisdiction other than Canada or the United States becomes the Company’s successor, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada (or the jurisdiction or organization of the Company’s successor) or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (ai) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) and, in any such case, the Issuer Company in its business judgment judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (ia) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (iib) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. In the event that the Company elects to redeem any Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustee a certificate, signed by an authorized officer, stating that the Company is entitled to redeem such Securities pursuant to their terms. ARTICLE TWELVE

Tax Redemption. If specified pursuant to Section 301, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company (or its successor) determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company’s successor) or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, or the Issuer date a party organized in the jurisdiction other than Canada or the United States becomes the Company’s successor, the Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate so specified, or the date a party organized in a jurisdiction other than Canada or the United Sates becomes the Company’s successor, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer in its business judgment Company determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.05 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. In the event that the Company elects to redeem the Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Securities pursuant to their terms. ARTICLE TWELVE SINKING FUNDS

Tax Redemption. If specified pursuant (a) The Company shall have the right to Section 301, redeem (a "TAX REDEMPTION") the Securities of a series will be subject to redemption at any timeNotes, in whole but not in partpart (other than with respect to any Notes for which the Holder or any holder of Additional Notes shall have delivered a Notice of Election pursuant to this Section 11 or analogous provisions of the Additional Notes), at a Redemption Price redemption price equal to the principal Principal amount thereof together with accrued and unpaid interest Interest to the date fixed for redemption Tax Redemption Date (the "TAX REDEMPTION PRICE"), upon providing the Holder and each holder of Additional Notes a written notice (a "NOTICE OF TAX REDEMPTION") and on the Redemption Date specified pursuant terms and subject to Section 301, upon satisfaction of the giving of a notice as other conditions described below, if (1i) the Issuer determines that (a) as a result of there is any change in or amendment (including any announced prospective change or amendment) to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein therein, affecting taxation, or any change in official position regarding the application or interpretation of such laws, regulations or rulings (including a holding by a court any applicable legislative body, court, governmental agency or regulatory authority of competent jurisdiction)Canada or of any political subdivision or taxing authority thereof or therein, which change or amendment is announced or becomes effective on or after the date of issuance with respect to the Notes and, in a written opinion to the Company of legal counsel of recognized standing, as a result of such change or amendment, the Company has or will (assuming, in the case of any announced prospective change or amendment, that such announced change or amendment will become effective as of the date specified in Section 301, if any date is so specified, such announcement and in the Issuer has or will form announced) become obligated to pay, on the next succeeding date on which interest is due, ; (ii) Additional Amounts in excess of those required to be paid by it prior to any such change or amendment pursuant to Section 1005 with respect 14 or any Additional Amounts if no Additional Amounts were required to be paid by it prior to any Security of such series change or (b) on or after a date specified amendment pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in 14 (athe "EXCESS ADDITIONAL AMOUNTS") above, whether or not such action was taken or decision was rendered with respect to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series and (2iii) in any such casethe Company (or its successor), the Issuer in its business judgment judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuerit; provided provided, however, that (ix) no such notice Notice of redemption Tax Redemption may be given less than 30 days or earlier than 90 or later than 30 60 days prior to the earliest date on which the Issuer Company would be obligated obligated, but for such Tax Redemption, to pay such Excess Additional Amounts were or later than 365 days after the Company first becomes liable to pay any Excess Additional Amounts as a payment in respect result of the Securities then due, and any changes or amendments described above; (iiy) at the time such notice Notice of redemption Tax Redemption is given, such obligation to pay such Excess Additional Amounts remains in effect. The date all of the holders of Notes receive the Notice of Tax Redemption is referred to as the "TAX REDEMPTION NOTICE DATE". All Conversion Amounts converted by the Holder after the Tax Redemption Notice Date shall reduce the Principal of this Note redeemed on the Tax Redemption Date. Redemptions made pursuant to this Section 11 shall be made in accordance with Section 15.

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Securities of a series will be subject Company shall have the right to redemption at any timeredeem, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if the Company (1or its successor) the Issuer determines that (ai) as a result of (A) any change in or amendment to or change (including any announced prospective change) in the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company's successor) or of any political subdivision or taxing authority thereof or therein affecting taxationtherein, as applicable, or (B) any amendment to or change in official position regarding an interpretation or application or interpretation of such lawslaws or regulations by any legislative body, regulations court, governmental agency or rulings regulatory authority (including a holding by a court the enactment of competent jurisdictionany legislation and the publication of any judicial decision or regulatory determination), which amendment or change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, or the Issuer date a party organized in a jurisdiction other than Canada or the United States becomes the Company's successor, the Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 1005, or (bii) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate is so specified, or the date a party organized in a jurisdiction other than Canada or the United States becomes the Company's successor, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada (or the jurisdiction or organization of the Company's successor) or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (ai) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) and, in any such case, the Issuer Company in its business judgment judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided howeverprovided, HOWEVER, that (ia) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (iib) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE SINKING FUNDS

Tax Redemption. If specified pursuant the Company or a Guarantor becomes, or will become, obligated to Section 301pay, on the Securities of a series will next date on which any amount may be subject to redemption at any time, in whole but not in part, at a Redemption Price equal payable with respect to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301Notes, upon the giving of a notice as described below, if (1) the Issuer determines that (a) any Additional Amounts as a result of any an actual change (or a change in legislation proposed by the Minister of Finance of Canada that, if enacted, will be effective prior to the enactment date) in, or amendment to to, the laws or regulations of Canada or any Canadian taxing authority or the government (or any regulations or rulings promulgated thereunderpolitical subdivision thereof) of Canada any Specified Tax Jurisdiction or of any political subdivision or taxing authority thereof or therein affecting taxation, or any a change in any official position or the introduction of an official position regarding the application or interpretation of such laws, regulations or rulings thereof (including a holding by a court of competent jurisdiction), which change or amendment is publicly announced or and becomes effective on or after a date specified in Section 301, if any date is so specified, the Issuer has or will become obligated to pay, on the next succeeding date on which interest is due, Issue Date and such Additional Amounts pursuant to Section 1005 with respect to any Security of such series or cannot (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified as certified in (a) above, whether or not such action was taken or decision was rendered with respect an Officers’ Certificate delivered to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series and (2Trustee) in any such case, the Issuer in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuer; provided howeverCompany and, that in the case of a Guarantor, only if the payment giving rise to such requirement cannot be made by the Company or another Guarantor without the obligation to pay Additional Amounts, then the Company may, at its option, redeem the Notes then outstanding, in whole but not in part, upon not less than 15 nor more than 60 days’ notice (i) no such notice of redemption may to be given earlier provided not more than 90 or later than 30 days prior to before the earliest next date on which it or the Issuer Guarantor would be obligated to pay Additional Amounts), at a Redemption Price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date (subject to the right of holders of record on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date). Notice of the Company’s intent to redeem the Notes shall not be effective until such time as it delivers to the Trustee an opinion of independent legal counsel stating that the Company or a Guarantor is or will become obligated to pay Additional Amounts were a payment because of an actual or proposed amendment to or change in respect of law or regulation or position as described in this Section 3.8. Except pursuant to the Securities then duepreceding paragraphs, and (iior as described in Section 4.10(i) hereto, the Notes will not be redeemable at the time such notice of redemption is given, such obligation Company’s option prior to pay such Additional Amounts remains in effectmaturity.

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Securities of Company shall have the right to redeem a series will be subject to redemption of Securities at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to to, but not including, the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (ai) as a result of (A) any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company’s successor) or of any political subdivision or taxing authority thereof or therein affecting taxation, taxation or (B) any change in the official position regarding the application or interpretation of such laws, regulations or rulings by any legislative body, court, governmental agency or regulatory authority (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, or the Issuer date a party organized in a jurisdiction other than Canada or the United States becomes the Company’s successor, the Company has or will shall become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 1009, or (bii) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate is so specified, or the date a party organized in a jurisdiction other than Canada or the United States becomes the Company’s successor, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada (or the jurisdiction of organization of the Company’s successor) or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (ai) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will shall result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) and, in any such casecase set forth in Clause (i) or (ii) above, the Issuer Company in its business judgment judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (ia) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which fixed for redemption and such notice shall specify the Issuer would be obligated to pay such Additional Amounts were a payment in respect of the Securities then duedate fixed for redemption, and (iib) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect. In the event that the Company elects to redeem a series of Securities pursuant to this Section 1109, the Company shall deliver to the Trustee an Officers’ Certificate stating that the Company is entitled to redeem such series of Securities pursuant to their terms.

Tax Redemption. If (a) Unless otherwise specified pursuant to Section 301, the Securities of Company shall have the right to redeem a series will be subject to redemption of Securities at any time, in whole but not in part, at a Redemption Price redemption price equal to 100% of the principal amount thereof together with accrued and unpaid interest to to, but not including, the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (ai) as a result of (A) any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada a Relevant Taxing Jurisdiction or of any political subdivision or taxing authority thereof or therein affecting taxation, or (B) any change in official position regarding the application or interpretation of such laws, regulations or rulings by any legislative body, court, governmental agency or regulatory authority (including a holding by a court of competent jurisdiction)) of a Relevant Taxing Jurisdiction, which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, the Issuer has Company or a successor, as applicable, have or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series series; or (bii) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate is so specified, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or thereinin a Relevant Taxing Jurisdiction, including any of those actions specified in clause (a) abovei), whether or not such action was taken or such decision was rendered with respect to the IssuerCompany or a successor, as applicable, or any change, amendment, application or interpretation shall will be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will shall result in the Issuer Company, or its successor, as applicable, becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) series, and, in any such casecase set forth in clause (i) or (ii), the Issuer in its business judgment Company determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuer; provided however, that Company (i) no such notice which shall not include the substitution of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer would be obligated to pay such Additional Amounts were a payment an obligor in respect of the Securities then duedebt securities); and in any such case, and (ii) at the time such notice Company, in its business judgment, determines that the payment of redemption is given, such obligation to pay such Additional Amounts remains in effectcannot be avoided by the use of reasonable measures available to the Company.

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at the option of the Company at any time, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest interest, if any, to the date fixed by the Company for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1a) the Issuer Company determines that (ai) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein a Tax Jurisdiction affecting taxation, or any change in or amendment to official position of such Tax Jurisdiction regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or and becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is dueany amount would be payable in respect of the Securities, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.05 or (bii) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (ai) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion written opinion of Counsel to the Issuerindependent tax counsel as referenced below, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which any amount would be payable in respect of the Securities, Additional Amounts with respect to any Security of such series series, and (2b) in any such case, the Issuer Company in its business judgment determines determines, as evidenced by the officer’s certificate referenced below, that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany (including designating another paying agent); provided provided, however, that (ix) no such notice of redemption may be given earlier than 90 or later than 30 60 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then dueAmounts, and (iiy) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect. In the event that the Company elects to redeem the Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Securities pursuant to their terms. 80 Prior to the publication or, where relevant, mailing of any notice of redemption of the Securities pursuant to the foregoing, the Company will deliver to the Trustees an opinion of independent tax counsel of nationally recognized standing to the effect that there has been such change or amendment which would entitle the Company to redeem the Securities hereunder. In addition, before the Company publishes or mails notice of redemption of the Securities as described above, it will deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company cannot avoid its obligation to pay Additional Amounts by the Company taking reasonable measures available to it and all other conditions for such redemption have been met. The Trustees shall be entitled to rely on such officers’ certificate and opinion of counsel as sufficient evidence of the existence and satisfaction of the conditions precedent as described above, in which event it will be conclusive and binding on the Holders.

Tax Redemption. If specified pursuant to Section 3013.01, the Canadian Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if in regard to the Canadian Securities (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 11.05 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. In the event that the Company elects to redeem the Canadian Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Canadian Securities pursuant to their terms. ARTICLE THIRTEEN

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at the option of the Company at any time, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest interest, if any, to the date fixed by the Company for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1a) the Issuer Company determines that (ai) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein a Tax Jurisdiction affecting taxation, or any change in or amendment to official position of such Tax Jurisdiction regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or and becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is dueany amount would be payable in respect of the Securities, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.05 or (bii) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (ai) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion written opinion of Counsel to the Issuerindependent tax counsel as referenced below, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which any amount would be payable in respect of the Securities, Additional Amounts with respect to any Security of such series series, and (2b) in any such case, the Issuer Company in its business judgment determines determines, as evidenced by the officer’s certificate referenced below, that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany (including designating another paying agent); provided provided, however, that (ix) no such notice of redemption may be given earlier than 90 or later than 30 60 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then dueAmounts, and (iiy) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect. In the event that the Company elects to redeem the Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Securities pursuant to their terms. Prior to the publication or, where relevant, mailing of any notice of redemption of the Securities pursuant to the foregoing, the Company will deliver to the Trustees an opinion of independent tax counsel of nationally recognized standing to the effect that there has been such change or amendment which would entitle the Company to redeem the Securities hereunder. In addition, before the Company publishes or mails notice of redemption of the Securities as described above, it will deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company cannot avoid its obligation to pay Additional Amounts by the Company taking reasonable measures available to it and all other conditions for such redemption have been met. The Trustees shall be entitled to rely on such officers’ certificate and opinion of counsel as sufficient evidence of the existence and satisfaction of the conditions precedent as described above, in which event it will be conclusive and binding on the Holders.

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if in regard to the Securities (1i) the Issuer Company determines that that: (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada the U.S. or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 11.05; or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada the U.S. or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series series; and (2ii) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that that: (ia) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, ; and (iib) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect. In the event that the Company elects to redeem the Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustee a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Securities pursuant to their terms.

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Company shall have the right to redeem, at any time, the Securities of a series will be subject to redemption at any timeseries, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company (or its successor) determines that (a) as a result of (i) any change in or amendment to or change, including any announced prospective change, in the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company's successor) or of any political subdivision or taxing authority thereof or therein affecting taxation, as applicable or (ii) any amendment to or change in official position regarding an interpretation or application or interpretation of such lawslaws or regulations by any legislative body, regulations court, government agency or rulings regulatory authority (including a holding by a court the enactment of competent jurisdictionany legislation and the publication of any judicial decision or regulatory determination), which amendment or change or amendment is announced or becomes effective on or after a the date specified in pursuant to Section 301, if any date is so specifiedspecified (or the date a party organized in a jurisdiction other than Canada or the United States becomes the Company's successor), the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate is so specified (or the date a party organized in a jurisdiction other than Canada or the United States becomes the Company's successor), any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada (or the jurisdiction of organization of the Company's successor) or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such caseseries; PROVIDED, the Issuer in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuer; provided howeverHOWEVER, that (i) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Securities of a series will be subject Company shall have the right to redemption at any timeredeem, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if the Company (1or its successor) the Issuer determines that (ai) as a result of (A) any change in or amendment to or change (including any announced prospective change) in the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company's successor) or of any political subdivision or taxing authority thereof or therein affecting taxationtherein, as applicable, or (B) any amendment to or change in official position regarding an interpretation or application or interpretation of such lawslaws or regulations by any legislative body, regulations court, governmental agency or rulings regulatory authority (including a holding by a court the enactment of competent jurisdictionany legislation and the publication of any judicial decision or regulatory determination), which amendment or change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, or the Issuer date a party organized in a jurisdiction other than Canada or the United States becomes the Company's successor, the Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 1005, or (bii) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate is so specified, or the date a party organized in a jurisdiction other than Canada or the United States becomes the Company's successor, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada (or the jurisdiction or organization of the Company's successor) or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (ai) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) and, in any such case, the Issuer Company in its business judgment judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided howeverPROVIDED, HOWEVER, that (ia) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (iib) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE SINKING FUNDS

Tax Redemption. If specified pursuant to Section 301, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series301, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Company shall have the right to redeem, at any time, the Securities of a series will be subject to redemption at any timeseries, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company (or its successor) determines that (a) as a result of (i) any change in or amendment amendment, including any announced prospective change, to the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company's successor) or of any political subdivision or taxing authority thereof or therein affecting taxation, or (ii) any amendment to or change in official position regarding the application or interpretation of such laws, regulations or rulings (including a holding by a any legislative body, court of competent jurisdiction, government agency or regulatory authority (including the enactment of any legislation and the publication of any judicial decision or regulatory determination), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specifiedspecified (or the date a Person organized in a jurisdiction other than Canada or the United States becomes the Company's successor), the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate is so specified (or the date a Person organized in a jurisdiction other than Canada or the United States becomes the Company's successor), any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada (or the jurisdiction of organization of the Company's successor) or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided howeverPROVIDED, HOWEVER, that (i) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If Unless otherwise specified pursuant to Section 3013.01, the Issuer shall have the right to redeem, at any time, the Securities of a series will be subject to redemption at any timeseries, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or the Applicable Jurisdiction or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in the official position regarding the application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date or dates specified in pursuant to Section 3013.01, if any date is so specified, the Issuer has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with 10.05 or Reorganization Additional Amounts pursuant to Section 8.01 or there is more than an insubstantial risk that the Issuer could be denied the deduction of interest paid or payable in respect to any Security of such series the Securities in computing the Issuer's income for the purposes of the INCOME TAX ACT (Canada) or a Canadian provincial or territorial income tax statute, or (b) on or after a date or dates specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or the Applicable Jurisdiction or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts or Reorganization Additional Amounts with respect to any Security of such series or there is more than an insubstantial risk that the Issuer could be denied the deduction of interest paid or payable in respect of the Securities in computing the Issuer's income for the purpose of the INCOME TAX ACT (Canada) or a Canadian provincial or territorial income tax statute, and (2) in any such case, the Issuer in its business judgment determines that any such obligation under paragraph (1) above cannot be avoided by the use of reasonable measures available to the Issuer; provided howeverPROVIDED, HOWEVER, that (i) no such notice of redemption may be given earlier than 90 or 60 nor later than 30 days prior to the earliest date on which the Issuer would be obligated to pay such Additional Amounts or Reorganization Additional Amounts were a payment in respect of the Securities then duedue or on which the Issuer would be denied the deduction of interest paid or payable in respect of the Securities, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts or Reorganization Additional Amounts or such denial of the deductibility of interest remains in effect.

Tax Redemption. If specified pursuant to Section 301, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301, upon the giving of a notice as described below, if (1) the Issuer determines that (a) If the Company becomes, or will become, obligated to pay, on the next date on which any amount may be payable with respect to the Notes, any Additional Amounts as a result of any an actual change (or a change in or amendment to legislation proposed by the laws (or any regulations or rulings promulgated thereunder) Minister of Finance of Canada or any similar authority that, if enacted, will be effective prior to the enactment date) in, or amendment to, the laws or regulations of any political subdivision Relevant Taxing Jurisdiction or taxing authority thereof or therein affecting taxation, or any a change in any official position or the introduction of an official position regarding the application or interpretation of such laws, regulations or rulings thereof (including a holding by a court of competent jurisdiction) (a “Change in Tax Law”), which change or amendment is publicly announced or becomes effective on or after the Issue Date (or, if the applicable Relevant Taxing Jurisdiction became a Relevant Taxing Jurisdiction on a date specified after the Issue Date, after such later date), then the Company may, at its option, redeem the Notes then outstanding, in Section 301whole but not in part, upon not less than 30 nor more than 60 days’ notice (such notice to be provided not more than 90 days before the next date on which it would be obligated to pay Additional Amounts), at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any any, to (but excluding) the redemption date (subject to the right of Holders of record on the relevant Record Date to receive interest due on an Interest Payment Date that is so specified, on or prior to such redemption date). Notice of the Issuer has Company’s intent to redeem the Notes pursuant to this Section 3.09 shall not be effective until such time as it delivers to the Trustees (i) an Officer’s Certificate stating that the Company is or will become obligated to pay, on the next succeeding date on which interest is due, pay Additional Amounts pursuant to Section 1005 with respect to any Security because of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified Change in (a) above, whether or not such action was taken or decision was rendered with respect to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuer; provided however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, Tax Law and (ii) at an opinion of independent tax counsel to the time effect that there has been such notice of redemption is given, such obligation Change in Tax Law which would entitle the Company to pay such Additional Amounts remains in effectredeem the Notes.

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in Section 301the applicable supplemental indenture, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.05 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided howeverPROVIDED, HOWEVER, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.

Tax Redemption. If specified pursuant The Company shall have the right, at the Company’s option, to Section 301, redeem the Securities of a series will be subject to redemption at any timeSecurities, in whole but not in part, at a the Redemption Price payable in cash equal to the sum of (1) 100% of the principal amount thereof together with of the Securities to be redeemed plus (2) accrued and unpaid interest to the date fixed for redemption on interest, if any, to, but excluding, the Redemption Date specified pursuant if the Company has become or would become obligated to Section 301, upon pay to the giving of Holders Additional Amounts (which are more than a notice as described below, if (1) the Issuer determines that (ade minimis amount) as a result of any amendment or change occurring from June 6, 2024 onwards in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any Canadian political subdivision or taxing authority thereof or therein affecting taxationauthority, or any change occurring from June 6, 2024 onwards in official position regarding an interpretation or application or interpretation of such lawslaws or regulations by any legislative body, regulations court, governmental agency, taxing authority or rulings regulatory authority (including a holding by a court the enactment of competent jurisdictionany legislation and the publication of any judicial decision or regulatory or administrative determination), which change or amendment is announced or becomes effective on or after a date specified in Section 301, if any date is so specified, ; provided the Issuer has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer in its business judgment determines that such obligation Company cannot be avoided avoid these obligations by the use of taking reasonable measures available to it and that it delivers to the Issuer; provided howeverTrustee an Opinion of Counsel from Canadian legal counsel specializing in taxation and an Officer’s Certificate attesting to such change and obligation to pay Additional Amounts. The Company shall not and shall not cause any Paying Agent or the Trustee to deduct from such Redemption Price any amounts on account of, or in respect of, any Canadian Taxes other than Excluded Taxes (except in respect of Excluded Holders). In such event, the Company shall give the Holders of the Securities not less than 30 days’ nor more than 60 days’ written notice of this Redemption pursuant to Sections 3.02 and 3.04, except that (i) no such notice the Company shall not give Notice of redemption may be given Redemption earlier than 90 or later than 30 60 days prior to the earliest date on or from which the Issuer it would be obligated to pay any such Additional Amounts were a payment in respect of the Securities then dueAmounts, and (ii) at the time such notice of redemption is giventhe Company gives the notice, such the circumstances creating its obligation to pay such Additional Amounts remains remain in effect. Upon receiving such Notice of Redemption, each Holder who does not wish to have the Company redeem its Securities pursuant to this Section 3.08 may elect to (i) convert its Securities pursuant to Article X or (ii) not have its Securities redeemed, provided that no Additional Amounts will be payable by the Company on any payment of interest or principal with respect to the Securities after such Redemption Date. Securities and portions of Securities that are to be redeemed are convertible by the Holder until the close of business on the Business Day immediately preceding the Redemption Date. All future cash payments due on the Securities will be subject to the deduction or withholding of any Canadian Taxes required to be deducted or withheld. Where no such election is made, the Holder will have its Securities redeemed without any further action. If a Holder does not elect to convert its Securities pursuant to Article X but wishes to elect to not have its Securities redeemed pursuant to clause (ii) of the preceding paragraph, such Holder must deliver to the Company (if the Company is acting as its own Paying Agent), or to a Paying Agent designated by the Company for such purpose in the Notice of Redemption, a Notice of Election upon Tax Redemption form (the “Notice of Election”) on the back of the Securities, or any other form of written notice substantially similar to the Notice of Election, in each case, duly completed and signed, so as to be received by the Paying Agent no later than the close of business on the Business Day at least five Business Days prior to the Redemption Date. A Holder may withdraw any Notice of Election by delivering to the Company (if the Company is acting as its own Paying Agent), or to a Paying Agent designated by the Company in the Notice of Redemption, a written notice of withdrawal prior to the close of business on the Business Day immediately prior to the Redemption Date.

Tax Redemption. If specified pursuant to Section 3013.1, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Corporation determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in Section 301the applicable prospectus supplement, if any date is so specified, the Issuer Corporation has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.5 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.1, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCorporation, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCorporation, will result in the Issuer Corporation becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Corporation in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCorporation; provided howeverPROVIDED HOWEVER, that (i) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Corporation would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.

Tax Redemption. If specified pursuant to Section 301, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in Section 301, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.

Tax Redemption. If specified pursuant to Section 301, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in Section 301the applicable prospectus supplement, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series301, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If specified pursuant to Section 301, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in Section 301, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If Unless otherwise specified with respect to any Securities pursuant to Section 3013.1, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Corporation determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a the date specified in pursuant to Section 3013.1, if any date is so specified, the Issuer Corporation has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 10.5 or (b) on or after a the date specified pursuant to Section 301 with respect to any Security of such series3.1, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCorporation, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCorporation of recognized standing, will result in the Issuer Corporation becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Corporation in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCorporation; provided howeverPROVIDED HOWEVER, that (i) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Corporation would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.

Tax Redemption. If specified pursuant to Section 3013.01, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 3013.01, if any date is so specified, the Issuer Company has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 11.05 or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion opinion of Counsel to the IssuerCompany, will result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer Company in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. In the event that the Company elects to redeem the Securities pursuant to the provisions set forth in the preceding paragraph, the Company shall deliver to the Trustees a certificate, signed by an authorized officer, stating that the Company is entitled to redeem the Securities pursuant to their terms. ARTICLE THIRTEEN

Tax Redemption. If specified pursuant to Section 3013.1, the Securities Notes of a series Series will be subject to redemption at any time, in whole but not in part, at a Redemption Price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 3013.1, upon the giving of a notice as described below, if (1) the Issuer determines Issuers determine that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision relevant Tax Jurisdiction or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in Section 3013.1, if any date is so specified, the Issuer has Issuers have or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 10.5 with respect to any Security Note of such series Series or (b) on or after a date specified pursuant to Section 301 3.1 with respect to any Security Note of such seriesSeries, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision relevant Tax Jurisdiction or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerIssuers, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerIssuers, will result in the Issuer Issuers becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security Note of such series Series and (2) in any such case, the Issuer Issuers in its their business judgment determines determine that such obligation cannot be avoided by the use of reasonable measures available to the IssuerIssuers; provided however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer Issuers would be obligated to pay such Additional Amounts were a payment in respect of the Securities Notes then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.

Tax Redemption. If specified pursuant (a) The Company shall have the right to Section 301, redeem (a "TAX REDEMPTION") the Securities of a series will be subject to redemption at any timeNotes, in whole but not in partpart (other than with respect to any Notes for which the Holder or any holder of Additional Notes shall have delivered a Notice of Election pursuant to this Section 11 or analogous provisions of the Additional Notes), at a Redemption Price redemption price equal to the principal Principal amount thereof together with accrued and unpaid interest Interest to the date fixed for redemption Tax Redemption Date (the "TAX REDEMPTION PRICE"), upon providing the Holder and each holder of Additional Notes a written notice (a "NOTICE OF TAX REDEMPTION") and on the Redemption Date specified pursuant terms and subject to Section 301, upon satisfaction of the giving of a notice as other conditions described below, if (1i) the Issuer determines that (a) as a result of there is any change in or amendment (including any announced prospective change or amendment) to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein therein, affecting taxation, or any change in official position regarding the application or interpretation of such laws, regulations or rulings (including a holding by a court any applicable legislative body, court, governmental agency or regulatory authority of competent jurisdiction)Canada or of any political subdivision or taxing authority thereof or therein, which change or amendment is announced or becomes effective on or after the date of issuance with respect to the Notes and, in a written opinion to the Company of legal counsel of recognized standing, as a result of such change or amendment, the Company has or will (assuming, in the case of any announced prospective change or amendment, that such announced change or amendment will become effective as of the date specified in Section 301, if any date is so specified, such announcement and in the Issuer has or will form announced) become obligated to pay, on the next succeeding date on which interest is due, ; (ii) Additional Amounts in excess of those required to be paid by it prior to any such change or amendment pursuant to Section 1005 with respect 14 or any Additional Amounts if no Additional Amounts were required to be paid by it prior to any Security of such series change or (b) on or after a date specified amendment pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in 14 (athe "EXCESS ADDITIONAL AMOUNTS") above, whether or not such action was taken or decision was rendered with respect to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series and (2iii) in any such casethe Company (or its successor), the Issuer in its business judgment judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuerit; provided provided, however, that (ix) no such notice Notice of redemption Tax Redemption may be given less than 30 days 20 or earlier than 90 or later than 30 60 days prior to the earliest date on which the Issuer Company would be obligated obligated, but for such Tax Redemption, to pay such Excess Additional Amounts were or later than 365 days after the Company first becomes liable to pay any Excess Additional Amounts as a payment in respect result of the Securities then due, and any changes or amendments described above; (iiy) at the time such notice Notice of redemption Tax Redemption is given, such obligation to pay such Excess Additional Amounts remains in effect. The date all of the holders of Notes receive the Notice of Tax Redemption is referred to as the "TAX REDEMPTION NOTICE DATE". All Conversion Amounts converted by the Holder after the Tax Redemption Notice Date shall reduce the Principal of this Note redeemed on the Tax Redemption Date. Redemptions made pursuant to this Section 11 shall be made in accordance with Section 15.

Tax Redemption. If specified pursuant to Section 301, the Securities of a series will be subject to redemption at any time, in whole but not in part, at a Redemption Price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301, upon the giving of a notice as described below, if (1) the Issuer determines that (a) If the Company becomes, or will become, obligated to pay, on the next date on which any amount may be payable with respect to the Notes, any Additional Amounts as a result of any an actual change (or a change in legislation proposed by or amendment to on behalf of the laws (or any regulations or rulings promulgated thereunder) Minister of Finance of Canada or any similar authority that, if enacted, will be effective prior to the enactment date) in, or amendment to, the laws or regulations of any political subdivision Relevant Taxing Jurisdiction or taxing authority thereof or therein affecting taxation, or any a change in any official position or the introduction of an official position regarding the application or interpretation of such laws, regulations or rulings thereof (including a holding by a court of competent jurisdiction) (a “Change in Tax Law”), which change or amendment is publicly announced or becomes effective on or after the Issue Date (or, if the applicable Relevant Taxing Jurisdiction became a Relevant Taxing Jurisdiction on a date specified after the Issue Date, after such later date), then the Company may, at its option, redeem the Notes then outstanding, in Section 301whole but not in part, upon not less than 30 nor more than 60 days’ notice (such notice to be provided not more than 90 days before the next date on which it would be obligated to pay Additional Amounts), at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any any, to (but excluding) the redemption date (subject to the right of Holders of record on the relevant Record Date to receive interest due on an Interest Payment Date that is so specified, on or prior to such redemption date). Notice of the Issuer has Company’s intent to redeem the Notes pursuant to this Section 3.09 shall not be effective until such time as it delivers to the Trustees (i) an Officer’s Certificate stating that the Company is or will become obligated to pay, on the next succeeding date on which interest is due, pay Additional Amounts pursuant to Section 1005 with respect to any Security because of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified Change in (a) above, whether or not such action was taken or decision was rendered with respect to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Date, Additional Amounts with respect to any Security of such series and (2) in any such case, the Issuer in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the Issuer; provided however, that (i) no such notice of redemption may be given earlier than 90 or later than 30 days prior to the earliest date on which the Issuer would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, Tax Law and (ii) at an opinion of independent tax counsel to the time effect that there has been such notice of redemption is given, such obligation Change in Tax Law which would entitle the Company to pay such Additional Amounts remains in effectredeem the Notes.

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Securities of a series will be subject Company shall have the right to redemption redeem at any time, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to to, but not including, the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company determines that (ai) as a result of (A) any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada (or the jurisdiction of organization of the Company’s successor) or of any political subdivision or taxing authority thereof or therein affecting taxation, taxation or (B) any change in the official position regarding the application or interpretation of such laws, regulations or rulings by any legislative body, court, governmental agency or regulatory authority (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, or the Issuer date a party organized in a jurisdiction other than Canada or the United States becomes the Company’s successor, the Company has or will shall become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series 1010, or (bii) on or after a date specified pursuant to Section 301 with respect to 301, if any Security of such seriesdate is so specified, or the date a party organized in a jurisdiction other than Canada or the United States becomes the Company’s successor, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada (or the jurisdiction of organization of the Company’s successor) or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (ai) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany, will shall result in the Issuer Company becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security of such series and (2) and, in any such casecase set forth in Clause (i) or (ii) above, the Issuer Company in its business judgment judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany; provided provided, however, that (ia) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company would be obligated to pay such Additional Amounts were a payment in respect of the Securities then duedue and such notice shall specify the date fixed for redemption, and (iib) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect. In the event that the Company elects to redeem a series of Securities pursuant to this Section 1109, the Company shall deliver to the Trustee an Officers’ Certificate stating that the Company is entitled to redeem such series of Securities pursuant to their terms.

Tax Redemption. If Unless otherwise specified pursuant to Section 301, the Company shall have the right to redeem, at any time, the Securities of a series will be subject to redemption at any timeseries, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer Company or the Guarantor (or their successors), as the case may be, determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in official position regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date specified in pursuant to Section 301, if any date is so specified, the Issuer Company or the Guarantor has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with respect to any Security of such series or (b) on or after a date specified pursuant to Section 301 with respect to any Security of such series301, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the IssuerCompany or the Guarantor, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the IssuerCompany or the Guarantor, will result in the Issuer Company or the Guarantor becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts with respect to any Security or Guarantee of such series and (2) in any such case, the Issuer Company or the Guarantor, as the case may be, in its business judgment determines that such obligation cannot be avoided by the use of reasonable measures available to the IssuerCompany or the Guarantor; provided howeverPROVIDED, HOWEVER, that (i) no such notice of redemption may be given earlier than 90 60 or later than 30 days prior to the earliest date on which the Issuer Company or the Guarantor would be obligated to pay such Additional Amounts were a payment in respect of the Securities then due, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.. ARTICLE TWELVE

Tax Redemption. If Unless otherwise specified pursuant to Section 3013.01, the Issuer shall have the right to redeem, at any time, the Securities of a series will be subject to redemption at any timeseries, in whole but not in part, at a Redemption Price redemption price equal to the principal amount thereof together with accrued and unpaid interest to the date fixed for redemption on the Redemption Date specified pursuant to Section 301redemption, upon the giving of a notice as described below, if (1) the Issuer determines that (a) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of Canada or the Applicable Jurisdiction or of any political subdivision or taxing authority thereof or therein affecting taxation, or any change in the official position regarding the application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after a date or dates specified in pursuant to Section 3013.01, if any date is so specified, the Issuer has or will become obligated to pay, on the next succeeding date on which interest is due, Additional Amounts pursuant to Section 1005 with 10.05 or Reorganization Additional Amounts pursuant to Section 8.01 or there is more than an insubstantial risk that the Issuer could be denied the deduction of interest paid or payable in respect to any Security of such series the Securities in computing the Issuer's income for the purposes of the Income Tax Act (Canada) or a Canadian provincial or territorial income tax statute, or (b) on or after a date or dates specified pursuant to Section 301 with respect to any Security of such series3.01, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, Canada or the Applicable Jurisdiction or any political subdivision or taxing authority thereof or therein, including any of those actions specified in (a) above, whether or not such action was taken or decision was rendered with respect to the Issuer, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the Opinion of Counsel to the Issuer, will result in the Issuer becoming obligated to pay, on the next succeeding Interest Payment Datedate on which interest is due, Additional Amounts or Reorganization Additional Amounts with respect to any Security of such series or there is more than an insubstantial risk that the Issuer could be denied the deduction of interest paid or payable in respect of the Securities in computing the Issuer's income for the purpose of the Income Tax Act (Canada) or a Canadian provincial or territorial income tax statute, and (2) in any such case, the Issuer in its business judgment determines that any such obligation under paragraph (1) above cannot be avoided by the use of reasonable measures available to the Issuer; provided provided, however, that (i) no such notice of redemption may be given earlier than 90 or 60 nor later than 30 days prior to the earliest date on which the Issuer would be obligated to pay such Additional Amounts or Reorganization Additional Amounts were a payment in respect of the Securities then duedue or on which the Issuer would be denied the deduction of interest paid or payable in respect of the Securities, and (ii) at the time such notice of redemption is given, such obligation to pay such Additional Amounts or Reorganization Additional Amounts or such denial of the deductibility of interest remains in effect.