ULC Shares. (a) Notwithstanding anything else contained in this Agreement or any other document or agreement among all or some of the parties hereto, each Pledgor is the sole registered and beneficial owner of all its Collateral that is ULC Shares and will remain so until such time as such ULC Shares are effectively transferred into the name of the Pledgee, any of the Secured Parties, or any nominee of the foregoing or any other Person on the books and records of such ULC. Accordingly, such Pledgor shall be entitled to receive and retain for its own account any dividend on or other distribution, if any, in respect of ULC Shares that are Collateral and shall have the right to vote such ULC Shares and to control the direction, management and policies of any ULC to the same extent as such Pledgor would if such ULC Shares were not pledged to the Pledgee for the benefit of the Secured Parties pursuant hereto. Nothing in this Agreement or any other document or agreement among all or some of the parties hereto is intended to, and nothing in this Agreement or any other document or agreement among all or some of the parties hereto shall, constitute the Pledgee, any of the Secured Parties or any Person other than a Pledgor, a member of any ULC for the purposes of Companies Act (Nova Scotia), the Business Corporations Act (British Columbia), the Business Corporations Act (Alberta) or any other applicable legislation until such time as notice is given to such Pledgor and further steps are taken hereunder or thereunder so as to register the Pledgee, any of the Secured Parties or any nominee of the foregoing, as specified in such notice, as the holder of shares of such ULC. To the extent any provision hereof would have the effect of constituting the Pledgee or any of the Secured Parties a member of a ULC prior to such time, such provision shall be severed herefrom and ineffective with respect to Collateral that is shares of such ULC without otherwise invalidating or rendering unenforceable this Agreement or invalidating or rendering unenforceable such provision insofar as it relates to Collateral that is not shares of such ULC.
ULC Shares. The Canadian Co-Issuer acknowledges that certain of the Indenture Collateral of the Canadian Co-Issuer may in the future consist of ULC Shares, and that neither the Trustee nor any other Secured Party shall under any circumstances prior to realization thereon be a “member” or a “shareholder”, as applicable, of a ULC for the purposes of any ULC Laws. Therefore, notwithstanding any provisions to the contrary contained in this Base Indenture or any other Transaction Document, where the Canadian Co-Issuer is the registered owner of ULC Shares which are Indenture Collateral of the Canadian Co-Issuer, the Canadian Co-Issuer shall remain the sole registered owner of such ULC Shares until such time as such ULC Shares are effectively transferred into the name of the Trustee or its designee, any other Secured Party, or any other Person on the books and records of the applicable ULC. Accordingly, the Canadian Co-Issuer shall be entitled to receive and retain for its own account any dividend on or other distribution, if any, with respect to such ULC Shares (except for any dividend or distribution comprised of Canadian Collections required to be deposited to the Accounts in accordance with the terms hereof) and shall have the right to vote such ULC Shares and to control the direction, management and policies of the applicable ULC to the same extent as the Canadian Co-Issuer would if such ULC Shares were not pledged to the Trustee for the benefit of the Secured Parties pursuant hereto. Nothing in this Base Indenture or any other Transaction Document is intended to, and nothing in this Base Indenture or any other Transaction Document shall, constitute the Trustee, any other Secured Party, or any other Person other than the Canadian Co-Issuer, a member or shareholder of a ULC for the purposes of any ULC Laws (whether listed or unlisted, registered or beneficial), until such time as notice is given to such the Canadian Co-Issuer and further steps are taken pursuant hereto or thereto so as to register the Trustee or its designee, any other Secured Party, or such other Person, as specified in such notice, as the holder of the ULC Shares. To the extent any provision hereof would have the effect of constituting the Trustee, its designee or any other Secured Party as a member or a shareholder, as applicable, of any ULC prior to such time, such provision shall be severed herefrom and shall be ineffective with respect to ULC Shares which are Indenture Collateral of the Canadian C...
ULC Shares. Notwithstanding anything else contained in this Agreement or any other agreement among all or some of the parties, the Debtor is and shall remain the sole registered and beneficial owner of all Collateral that consists of ULC Shares until such time as the ULC Shares are transferred to the Lender or its nominee on the books and records of the ULC. Until then, the Debtor shall receive for its own account any dividends or other distributions in respect of ULC Shares that are Collateral and may vote such ULC Shares and control the direction, management and policies of any ULC to the same extent as it would if such ULC Shares were not pledged to the Lender. Nothing in this Agreement or any other agreement among all or some of the parties is intended to, or shall, constitute the Lender, a member or shareholder of a ULC for the purposes of the Companies Act (Nova Scotia), the Business Corporations Act (British Columbia), the Business Corporations Act (Alberta) or any other applicable legislation until such time as notice is given by the Lender to the Debtor and further steps are taken, at the request and direction of the Lender, to register the Lender or its nominee as the holder of such ULC Shares. If any provision of this Agreement would have the effect of constituting the Lender a member or shareholder of a ULC prior to such time, that provision shall be severed from this Agreement and ineffective with respect to shares of such ULC without otherwise invalidating or rendering unenforceable this Agreement as it relates to all other Collateral.
ULC Shares. 23 8.2 Amendments in Writing............................................... 24 8.3 Notices............................................................. 24 8.4 No Waiver by Course of Conduct; Cumulative Remedies................. 24 8.5
ULC Shares. To the extent that the charter, by-laws or any other constitutional document of a ULC restricts the transfer of the Pledged Stock or ULC Shares of such issuer, including the prospective transfer of such Pledged Stock or ULC Shares by the CDN Administrative Agent, the Administrative Agent or any CDN Lender upon the realization on the security constituted hereby in accordance with this Agreement, the terms of such restriction permit that any such transfer shall be permitted if the CDN Administrative Agent receives either a consent to such transfer by a resolution of the shareholders of the issuer of such Pledged Stock or ULC Shares or a resolution of the directors of such issuer consenting to such transfer.
ULC Shares. (i) The parties hereto acknowledge that certain of the Pledged Equity Interests may consist of shares of stock or other Pledged Equity Interests (“ULC Shares”) of one or more unlimited liability companies (each, a “ULC”) under the Companies Act (Nova Scotia) and/or the Business Corporations Act (Alberta) and, to best ensure that neither the Collateral Agent nor any of the Secured Parties could, under any circumstances prior to realization be held to be a “member” or a “shareholder”, as applicable, of the ULC for the purposes of the Companies Act (Nova Scotia) and/or the Business Corporations Act (Alberta), certain provisions of this Agreement are to apply differently insofar as any Pledged Equity Interests consists of ULC Shares.
ULC Shares. Such Grantor acknowledges that certain of the Collateral of such Grantor may now or in the future consist of ULC Shares, and that it is the intention of the Collateral Agent and each Grantor that neither the Collateral Agent nor any other Secured Party should under any circumstances prior to realization thereon be held to be a “member” or a “shareholder”, as applicable, of a LEGAL_1:67880593.5
