Common use of Uncertificated Warrants Clause in Contracts

Uncertificated Warrants. Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) the Warrant Agent and/or the facilities of The Depository Trust Company (“DTC”), in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued shall be evidenced by a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Company. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in section 2.20 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) CDS or the Company has notified the Warrant Agent that (A) CDS is unwilling or unable to continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within 90 days of delivery of such notice; (b) the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (c) the Company or CDS is required by applicable law to take the action contemplated in this section; (d) there is an exercise of Warrants pursuant to 3.1(4) and the Warrantholder is unable to make the representations in 3.1(4) (a), (b), (c) and (d) thereto; or (e) the Book-Entry Only System administered by CDS ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants held by CDS. The Company shall provide an Officer's Certificate giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.12(2). Fully registered Warrant Certificates issued and exchanged pursuant to this section shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. (3) Subject to the provisions of this section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as CDS for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant Authenticated upon registration of transfer of Uncertificated Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than CDS for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Warrants to be issued to CDS or a nominee thereof will be issued as an Uncertificated Warrant, unless otherwise requested in writing by CDS or the Company. (6) The rights of Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between CDS and the Participants and between such Participants and the Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of CDS. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities electronic records maintained by CDS relating to any ownership interests or any other interests in the Warrants or the depository system maintained by CDS, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (other than CDS or its nominee); (b) maintaining, supervising or reviewing any records of CDS or any Participant relating to any such interest; or (c) any advice or representation made or given by CDS or those contained herein that relate to the rules and regulations of CDS or any action to be taken by CDS on its own direction or at the direction of any Participant. (8) The Depository Trust Company (“DTC”)may terminate the application of this section 2.12 in its sole discretion, acting reasonably, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name(s) of a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any person other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Companythan CDS. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (a) Subject to the provisions hereof, at the Corporation’s option, Warrants may be issued and registered in the name of CDS or its nominee as an Uncertificated Warrant and the deposit of which may be confirmed electronically by the Trustee to a particular Participant through CDS. (b) If the Corporation issues Uncertificated Warrants, Beneficial Holders of such Warrants shall not receive Certificated Warrants in definitive form and shall not be considered owners or holders thereof under this Warrant Indenture or any supplemental indenture. Beneficial interests in Warrants registered and deposited with CDS will be represented only through the NCI. Transfers of Warrants registered and deposited with CDS between Participants shall occur in accordance with the rules and procedures of CDS. Neither the Corporation nor the Trustee shall have any responsibility or liability for any aspects of the records relating to or payments made by CDS or its nominee, on account of the beneficial interests in Warrants registered and deposited with CDS. Nothing herein shall prevent the Beneficial Holders of Uncertificated Warrants from voting such Warrants using duly executed proxies or voting instruction forms. (c) All references herein to actions by, notices given or payments made to, Holders shall, where Warrants are held through CDS, refer to actions taken by, or notices given or payments made to, CDS upon instruction from the Participants in accordance with its rules and procedures in the case of actions by CDS. For the purposes of any provision hereof requiring or permitting actions with the consent of or the direction of Holders evidencing a specified percentage of the aggregate Warrants outstanding, such direction or consent may be given by Beneficial Holders acting through CDS and the Participants owning Warrants evidencing the requisite percentage of the Warrants. The rights of a Beneficial Holder whose Warrants are held established by law and agreements between such holders and CDS and the Participants upon instructions from the Participants. Each of the Trustee and the Corporation may deal with CDS for all purposes (including the making of payments) as the authorized representative of the respective Warrants or Warrant holders and such dealing with CDS shall constitute satisfaction or performance, as applicable, of their respective obligations hereunder. (d) For so long as Warrants are held through CDS, if any notice or other communication is required to be given to Holders, the Trustee will give such notices and communications to CDS. (e) If CDS resigns or is removed from its responsibility as Depository and the Trustee is unable or does not wish to locate a qualified successor, CDS shall provide the Trustee with instructions for registration of Warrants in the names and in the amounts specified by CDS, and the Corporation shall issue and the Trustee shall certify and deliver the aggregate number of Warrants then outstanding in the form of Certificated Warrants representing such Warrants. (f) The rights of beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the NCI shall be limited to those established by Applicable Law and agreements between the Depository and the Participants and between such Participants and the Beneficial Holders who hold securities entitlements in respect of the Warrants through the NCI, and such rights must be exercised through a Participant in accordance with the rules and procedures of the Depository. (g) Notwithstanding anything herein to the contrary, none of the Corporation nor the Trustee nor any Warrant, agent thereof shall have any responsibility or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through liability for: (i) the Warrant Agent and/or electronic records maintained by the facilities of The Depository Trust Company (“DTC”), relating to any ownership interests or other interests in the United States Warrants or the depository system maintained by the Depository, or payments made on account of any ownership interest or any other interest of any Person in any Warrant represented by an electronic position in the NCI (other than the Depository or its nominee); (ii) for maintaining, supervising or reviewing any records of the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada or any Participant relating to any such interest; or (“CDS” and, each DTC and CDS, a “Depositary”), iii) any advice or other book-entry depositary system, in each case as determined representation made or given by the Board of Directors Depository or those contained herein that relate to the rules and regulations of the Company Depository or any action to be taken by an authorized committee thereof. Any Warrant so issued the Depository on its own direction or at the direction of any Participant. (h) The Corporation may terminate the application of this Section 2.7 in its sole discretion in which case all Warrants shall be evidenced by a book position on Certificated Warrant registered in the register name of holders to be maintained by a Person other than the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the CompanyDepository. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. Notwithstanding anything herein to (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the contrary, any Warrant, or portion thereof, may be issued as part of, Book-Entry Only System and be represented by, a Unit, and any no Warrant may Certificates shall be issued in uncertificated respect of such Warrants except where physical certificates evidencing ownership in such securities are required or book-entry form through (i) the Warrant Agent and/or the facilities of The Depository Trust Company (“DTC”), in the United States as set out herein or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and as may be requested by CDS, a “Depositary”), or other book-entry depositary system, in each case as determined by the Board Company, from time to time. Except as provided in this Section 2.12, owners of Directors beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in Section 2.20 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) CDS or by an authorized committee thereof. Any Warrant so issued shall be evidenced by a book position on the register of holders to be maintained by Company has notified the Warrant Agent pursuant that (A) CDS is unwilling or unable to this Agreement continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within ninety (90) days of delivery of such notice; (b) the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by determination to the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Company.writing; (c) Section 2.3 the Company or CDS is required by applicable law to take the action contemplated in this section; (d) there is an exercise of Warrants pursuant to 3.1(4) and the Warrant Agreement Warrantholder is hereby amended by deleting such Section and replacing it entirely as follows:unable to make the representations in 3.1(4) (a), (b),

Uncertificated Warrants. (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this Section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in Section 2.20 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) CDS or the Company has notified the Warrant Agent that (A) CDS is unwilling or unable to continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within ninety (90) days of delivery of such notice; (b) the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (c) the Company or CDS is required by applicable law to take the action contemplated in this section; (d) there is an exercise of Warrants pursuant to 3.1(4) and the Warrantholder is unable to make the representations in 3.1(4) (a), (b), (c) and (d) thereto; or (e) the Book-Entry Only System administered by CDS ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants held by CDS. The Company shall provide an Officer's Certificate giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.12(2). Fully registered Warrant Certificates issued and exchanged pursuant to this section shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. (3) Subject to the provisions of this Section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as CDS for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant Authenticated upon registration of transfer of Uncertificated Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this Section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than CDS for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Warrants to be issued to CDS or a nominee thereof will be issued as an Uncertificated Warrant, unless otherwise requested in writing by CDS or the Company. (6) The rights of Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between CDS and the Participants and between such Participants and the Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of CDS. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities electronic records maintained by CDS relating to any ownership interests or any other interests in the Warrants or the depository system maintained by CDS, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (other than CDS or its nominee); (b) maintaining, supervising or reviewing any records of CDS or any Participant relating to any such interest; or (c) any advice or representation made or given by CDS or those contained herein that relate to the rules and regulations of CDS or any action to be taken by CDS on its own direction or at the direction of any Participant. (8) The Depository Trust Company (“DTC”)may terminate the application of this Section 2.12 in its sole discretion, acting reasonably, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name(s) of a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any person other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Companythan CDS. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. Notwithstanding anything herein to (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the contrary, any Warrant, or portion thereof, may be issued as part of, Book-Entry Only System and be represented by, a Unit, and any no Warrant may Certificates shall be issued in uncertificated respect of such Warrants except where physical certificates evidencing ownership in such securities are required or book-entry form through (i) the Warrant Agent and/or the facilities of The Depository Trust Company (“DTC”), in the United States as set out herein or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and as may be requested by CDS, a “Depositary”), or other book-entry depositary system, in each case as determined by the Board Company, from time to time. Except as provided in this Section 2.12, owners of Directors beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in Section 2.20 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. occurs: (2) If any Warrant is issued in uncertificated form and any of the following events (a) CDS or by an authorized committee thereof. Any Warrant so issued shall be evidenced by a book position on the register of holders to be maintained by Company has notified the Warrant Agent pursuant that (A) CDS is unwilling or unable to this Agreement continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within ninety (90) days of delivery of such notice; (b) the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by determination to the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Company.writing; (c) Section 2.3 the Company or CDS is required by applicable law to take the action contemplated in this section; (d) there is an exercise of Warrants pursuant to 3.1(4) and the Warrant Agreement Warrantholder is hereby amended by deleting such Section and replacing it entirely as follows:unable to make the representations in 3.1(4) (a), (b),

Uncertificated Warrants. (1) Reregistration of beneficial interests in and transfers of Warrants held by the Depository shall be made only through the book entry registration system, subject to Applicable Procedures, and no Warrant Certificates shall be issued in respect of such Warrants. Except as provided in this Section 2.6, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.9. Notwithstanding any terms set out herein, Warrants held in the name of the Depository having any legend set forth in Section 2.8 herein may only be held in the form of Uncertificated Warrants with the prior consent of the Warrant Agent and in accordance Internal Procedures of the Warrant Agent. (2) Notwithstanding any other provision in this Indenture, no Uncertificated Warrants may be exchanged in whole or in part for Warrants registered, and no transfer of any Uncertificated Warrants in whole or in part may be registered, in the name of any person other than the Depository for such Uncertificated Warrants or a nominee thereof unless: (a) the Depository notifies the Corporation that it is unwilling or unable to continue to act as depository in connection with the Uncertificated Warrants and the Corporation is unable to locate a qualified successor; (b) the Corporation determines that the Depository is no longer willing, able or qualified to properly discharge its responsibilities as holder of the Uncertificated Warrants and the Corporation is unable to locate a qualified successor; (c) the Depository ceases to be a clearing agency or otherwise ceases to be eligible to be a depository and the Corporation is unable to locate a qualified successor; (d) the Corporation determines that the Warrants shall no longer be held as Uncertificated Warrants through the Depository; (e) such right is required by Applicable Legislation as determined by the Corporation and the Corporation’s Counsel; (f) the Warrant is to be Authenticated to or for the account or benefit of a person in the United States or a U.S. Person; or (g) such registration is effected in accordance with the internal procedures of the Depository and the Warrant Agent, following which, Warrants for those holders requesting the same shall be registered and issued to the beneficial owners of such Warrants or their nominees as directed by the holder. The Corporation shall provide a certificate executed by an officer of the Corporation giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.6(2)(a)–(f). (3) Subject to the provisions of this Section 2.6, any exchange of Uncertificated Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.11, mutatis mutandis. All such Warrants issued in exchange for a Uncertificated Warrant or any portion thereof shall be registered in such names as the Depository for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant that is Authenticated upon registration or transfer of a Uncertificated Warrant, or in exchange for or in lieu of a Uncertificated Warrant or any portion thereof, whether pursuant to this Section 2.6, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Uncertificated Warrant will be issued as an Uncertificated Warrant, unless otherwise requested in writing by the Depository or the Corporation. (6) The rights of beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the book entry registration system shall be limited to those established by Applicable Legislation and agreements between the Depository and the Book Entry Participants and between such Book Entry Participants and the beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the book entry registration system, and such rights must be exercised through a Book Entry Participant in accordance with the Applicable Procedures of the Depository. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Corporation nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities of The electronic records maintained by the Depository Trust Company (“DTC”), relating to any ownership interests or any other interests in the United States Warrants or (ii) the Co-Agent and/or depository system maintained by the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”)Depository, or payments made on account of any ownership interest or any other book-interest of any person in any Warrant represented by an electronic position in the book entry depositary systemregistration system (other than the Depository or its nominee); (b) maintaining, in each case as determined supervising or reviewing any records of the Depository or any Book Entry Participant relating to any such interest; or (c) any advice or representation made or given by the Board of Directors Depository or those contained herein that relate to the rules and regulations of the Company Depository, including Applicable Procedures, or any action to be taken by an authorized committee thereof. Any Warrant so issued the Depository on its own direction or at the direction of any Book Entry Participant. (8) The Corporation may terminate the application of this Section 2.6 in its sole discretion in which case all Warrants shall be evidenced by Warrant Certificates registered in the name of a book position on person other than the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the CompanyDepository. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. Notwithstanding anything herein to (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the contrary, any Warrant, or portion thereof, may be issued as part of, Book-Entry Only System and be represented by, a Unit, and any no Warrant may Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in section 2.21 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) CDS or book-entry form through (i) the Company has notified the Warrant Agent and/or that (A) CDS is unwilling or unable to continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the facilities Company is unable to locate a qualified successor depository within 90 days of The Depository Trust delivery of such notice; (b) the Company has determined, in its sole discretion, with the consent of the Warrant Agent, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (“DTC”)c) the Company or CDS is required by applicable law to take the action contemplated in this subsection; (d) excluding Qualified Institutional Buyers, the Warrant is to be Authenticated to or for the account or benefit of a person in the United States or or, a U.S. Person that is an Accredited Investor; or (iie) the CoBook-Agent and/or the facilities of Entry Only System administered by CDS Clearing and Depository Services Inc. in Canada (“CDS” andceases to exist, each DTC and CDS, a “Depositary”), then one or other book-entry depositary system, in each case as determined more definitive fully registered Warrant Certificates shall be executed by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued shall be evidenced by a book position on the register of holders to be maintained and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants held by CDS. The Company shall provide an Officer’s Certificate giving notice to the Warrant Agent of the occurrence of any event outlined in this subsection 2.12(2). Fully registered Warrant Certificates issued and exchanged pursuant to this Agreement subsection shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned be cancelled by the Warrant Agent Agent. (3) Subject to the provisions of this section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the terms provisions of this Agreementsection 2.10, mutatis mutandis. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer All such Warrants issued in exchange for Uncertificated Warrants or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication any portion thereof shall be conclusive evidence that registered in such uncertificated warrant has been duly issued hereunder names as CDS for such Uncertificated Warrants shall direct and that the holder or holders are shall be entitled to the same benefits of this Agreement. The Warrant Register shall be final and conclusive evidence subject to the same terms and conditions (except insofar as they relate specifically to all matters relating to uncertificated warrants with respect to which this Agreement requires Warrants) as the Warrant Agent to maintain records Warrants or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and portion thereof surrendered upon such uncertificated warrants are binding on the Companyexchange. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this Section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in Section 2.20 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. If any Warrant is issued in uncertificated form and any of the following events occurs: CDS or the Company has notified the Warrant Agent that (A) CDS is unwilling or unable to continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within ninety (90) days of delivery of such notice; the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; the Company or CDS is required by applicable law to take the action contemplated in this section; there is an exercise of Warrants pursuant to 3.1(4) and the Warrantholder is unable to make the representations in 3.1(4) (a), (b), (c) and (d) thereto; or the Book-Entry Only System administered by CDS ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants held by CDS. The Company shall provide an Officer's Certificate giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.12(2). Fully registered Warrant Certificates issued and exchanged pursuant to this section shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. Subject to the provisions of this Section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as CDS for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. Every Warrant Authenticated upon registration of transfer of Uncertificated Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this Section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than CDS for such Uncertificated Warrant or a nominee thereof. Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Warrants to be issued to CDS or a nominee thereof will be issued as an Uncertificated Warrant, unless otherwise requested in writing by CDS or the Company. The rights of Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between CDS and the Participants and between such Participants and the Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of CDS. Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: the facilities electronic records maintained by CDS relating to any ownership interests or any other interests in the Warrants or the depository system maintained by CDS, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (other than CDS or its nominee); maintaining, supervising or reviewing any records of CDS or any Participant relating to any such interest; or any advice or representation made or given by CDS or those contained herein that relate to the rules and regulations of CDS or any action to be taken by CDS on its own direction or at the direction of any Participant. The Depository Trust Company (“DTC”)may terminate the application of this Section 2.12 in its sole discretion, acting reasonably, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name(s) of a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any person other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Companythan CDS. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (1) Reregistration of beneficial interests in and transfers of Warrants held by the Depository shall be made only through the book entry registration system, subject to Applicable Procedures, and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by the Depository. Except as provided in this Section 2.6, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.9. Notwithstanding any terms set out herein, Warrants held in the name of the Depository having any legend set forth in Section 2.8 herein may only be held in the form of Uncertificated Warrants with the prior consent of the Warrant Agent and in accordance Internal Procedures of the Warrant Agent. (2) Notwithstanding any other provision in this Indenture, no Uncertificated Warrants may be exchanged in whole or in part for Warrants registered, and no transfer of any Uncertificated Warrants in whole or in part may be registered, in the name of any person other than the Depository for such Uncertificated Warrants or a nominee thereof unless: (a) the Depository notifies the Corporation that it is unwilling or unable to continue to act as depository in connection with the Uncertificated Warrants and the Corporation is unable to locate a qualified successor; (b) the Corporation determines that the Depository is no longer willing, able or qualified to properly discharge its responsibilities as holder of the Uncertificated Warrants and the Corporation is unable to locate a qualified successor; (c) the Depository ceases to be a clearing agency or otherwise ceases to be eligible to be a depository and the Corporation is unable to locate a qualified successor; (d) the Corporation determines that the Warrants shall no longer be held as Uncertificated Warrants through the Depository; (e) such right is required by Applicable Legislation as determined by the Corporation and the Corporation’s Counsel; (f) the Warrant is to be Authenticated to or for the account or benefit of a person in the United States or a U.S. Person; or (g) such registration is effected in accordance with the internal procedures of the Depository and the Warrant Agent, following which, Warrants for those holders requesting the same shall be registered and issued to the beneficial owners of such Warrants or their nominees as directed by the holder. The Corporation shall provide a certificate executed by an officer of the Corporation giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.6(2)(a)–(f). (3) Subject to the provisions of this Section 2.6, any exchange of Uncertificated Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.11, mutatis mutandis. All such Warrants issued in exchange for a Uncertificated Warrant or any portion thereof shall be registered in such names as the Depository for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant that is Authenticated upon registration or transfer of a Uncertificated Warrant, or in exchange for or in lieu of a Uncertificated Warrant or any portion thereof, whether pursuant to this Section 2.6, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant unless such Warrant is registered in the name of a person other than the Depository for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Uncertificated Warrant will be issued as an Uncertificated Warrant, unless otherwise requested in writing by the Depository or the Corporation. (6) The rights of beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the book entry registration system shall be limited to those established by Applicable Legislation and agreements between the Depository and the Book Entry Participants and between such Book Entry Participants and the beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the book entry registration system, and such rights must be exercised through a Book Entry Participant in accordance with the Applicable Procedures of the Depository. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Corporation nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities electronic records maintained by the Depository relating to any ownership interests or any other interests in the Warrants or the depository system maintained by the Depository, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the book entry registration system (other than the Depository or its nominee); (b) maintaining, supervising or reviewing any records of the Depository or any Book Entry Participant relating to any such interest; or (c) any advice or representation made or given by the Depository or those contained herein that relate to the rules and regulations of the Depository, including Applicable Procedures, or any action to be taken by the Depository on its own direction or at the direction of any Book Entry Participant. (8) The Depository Trust Company (“DTC”)Corporation may terminate the application of this Section 2.6 in its sole discretion, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name of a book position on person other than the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the CompanyDepository. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. ‌ (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this Section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in Section 2.20 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. occurs: (2) If any Warrant is issued in uncertificated form and any of the following events (a) CDS or the Company has notified the Warrant Agent that (A) CDS is unwilling or unable to continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within ninety (90) days of delivery of such notice; (b) the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (c) the Company or CDS is required by applicable law to take the action contemplated in this section; (d) there is an exercise of Warrants pursuant to 3.1(4) and the Warrantholder is unable to make the representations in 3.1(4) (a), (b), (c) and (d) thereto; or (e) the Book-Entry Only System administered by CDS ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants held by CDS. The Company shall provide an Officer's Certificate giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.12(2). Fully registered Warrant Certificates issued and exchanged pursuant to this section shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. (3) Subject to the provisions of this Section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as CDS for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant Authenticated upon registration of transfer of Uncertificated Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this Section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than CDS for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Warrants to be issued to CDS or a nominee thereof will be issued as an Uncertificated Warrant, unless otherwise requested in writing by CDS or the Company. (6) The rights of Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between CDS and the Participants and between such Participants and the Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of CDS. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities electronic records maintained by CDS relating to any ownership interests or any other interests in the Warrants or the depository system maintained by CDS, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (other than CDS or its nominee); (b) maintaining, supervising or reviewing any records of CDS or any Participant relating to any such interest; or (c) any advice or representation made or given by CDS or those contained herein that relate to the rules and regulations of CDS or any action to be taken by CDS on its own direction or at the direction of any Participant. (8) The Depository Trust Company (“DTC”)may terminate the application of this Section 2.12 in its sole discretion, acting reasonably, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name(s) of a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any person other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Companythan CDS. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. ‌ (a) Subject to the provisions hereof, at the Corporation’s option, Warrants may be issued and registered in the name of CDS or its nominee as an Uncertificated Warrant and the deposit of which may be confirmed electronically by the Trustee to a particular Participant through CDS. (b) If the Corporation issues Uncertificated Warrants, Beneficial Holders of such Warrants shall not receive Certificated Warrants in definitive form and shall not be considered owners or holders thereof under this Warrant Indenture or any supplemental indenture. Beneficial interests in Warrants registered and deposited with CDS will be represented only through the NCI. Transfers of Warrants registered and deposited with CDS between Participants shall occur in accordance with the rules and procedures of CDS. Neither the Corporation nor the Trustee shall have any responsibility or liability for any aspects of the records relating to or payments made by CDS or its nominee, on account of the beneficial interests in Warrants registered and deposited with CDS. (c) All references herein to actions by, notices given or payments made to, Holders shall, where Warrants are held through CDS, refer to actions taken by, or notices given or payments made to, CDS upon instruction from the Participants in accordance with its rules and procedures in the case of actions by CDS. For the purposes of any provision hereof requiring or permitting actions with the consent of or the direction of Holders evidencing a specified percentage of the aggregate Warrants outstanding, such direction or consent may be given by Beneficial Holders acting through CDS and the Participants owning Warrants evidencing the requisite percentage of the Warrants. The rights of a Beneficial Holder whose Warrants are held established by law and agreements between such holders and CDS and the Participants upon instructions from the Participants. Each of the Trustee and the Corporation may deal with CDS for all purposes (including the making of payments) as the authorized representative of the respective Warrants or Warrant holders and such dealing with CDS shall constitute satisfaction or performance, as applicable, of their respective obligations hereunder. (d) For so long as Warrants are held through CDS, if any notice or other communication is required to be given to Holders, the Trustee will give such notices and communications to CDS. (e) If CDS resigns or is removed from its responsibility as Depository and the Trustee is unable or does not wish to locate a qualified successor, CDS shall provide the Trustee with instructions for registration of Warrants in the names and in the amounts specified by CDS, and the Corporation shall issue and the Trustee shall certify and deliver the aggregate number of Warrants then outstanding in the form of Certificated Warrants representing such Warrants. (f) The rights of beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the NCI shall be limited to those established by Applicable Law and agreements between the Depository and the Participants and between such Participants and the Beneficial Holders who hold securities entitlements in respect of the Warrants through the NCI, and such rights must be exercised through a Participant in accordance with the rules and procedures of the Depository. (g) Notwithstanding anything herein to the contrary, none of the Corporation nor the Trustee nor any Warrant, agent thereof shall have any responsibility or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through liability for: (i) the Warrant Agent and/or electronic records maintained by the facilities of The Depository Trust Company (“DTC”), relating to any ownership interests or other interests in the United States Warrants or the depository system maintained by the Depository, or payments made on account of any ownership interest or any other interest of any Person in any Warrant represented by an electronic position in the NCI (other than the Depository or its nominee); (ii) for maintaining, supervising or reviewing any records of the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada or any Participant relating to any such interest; or (“CDS” and, each DTC and CDS, a “Depositary”), iii) any advice or other book-entry depositary system, in each case as determined representation made or given by the Board of Directors Depository or those contained herein that relate to the rules and regulations of the Company Depository or any action to be taken by an authorized committee thereof. Any Warrant so issued the Depository on its own direction or at the direction of any Participant. (h) The Corporation may terminate the application of this Section 2.7 in its sole discretion in which case all Warrants shall be evidenced by a book position on Certificated Warrant registered in the register name of holders to be maintained by a Person other than the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the CompanyDepository. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. ‌ (1) Registration and reregistration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in section 2.21 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) CDS or the Company has notified the Warrant Agent that (1) CDS is unwilling or unable to continue as depository or (2) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within 90 days of delivery of such notice; (b) the Company has determined, in its sole discretion, with the consent of the Warrant Agent, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (c) the Company or CDS is required by applicable law to take the action contemplated in this subsection; or (d) the Book-Entry Only System administered by CDS ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants form held by CDS. Fully registered Warrant Certificates issued and exchanged pursuant to this subsection shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. (3) Subject to the provisions of this section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as CDS for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Warrants) as the Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant Authenticated upon registration of transfer of Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than CDS for such Uncertificated Warrant or a nominee thereof. (5) The rights of beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between CDS and the Participants and between such Participants and the beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of CDS. (6) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities of The Depository Trust Company (“DTC”), electronic records maintained by CDS relating to any ownership interests or any other interests in the United States Warrants or the depository system maintained by CDS, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (iiother than CDS or its nominee); (b) the Co-Agent and/or the facilities maintaining, supervising or reviewing any records of CDS Clearing or any Participant relating to any such interest; or (c) any advice or representation made or given by CDS or those contained herein that relate to the rules and Depository Services Inc. regulations of CDS or any action to be taken by CDS on its own direction or at the direction of any Participant. (7) The Company may terminate the application of this section 2.12 in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, its sole discretion in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name of a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any person other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Companythan CDS. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this Section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in Section 2.20 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) CDS or the Company has notified the Warrant Agent that (A) CDS is unwilling or unable to continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within 90 days of delivery of such notice; (b) the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (c) the Company or CDS is required by applicable law to take the action contemplated in this Section; (d) there is an exercise of Warrants pursuant to 3.1(4) and the Warrantholder is unable to make the representations in 3.1(4)(a), (b), (c) and (d) thereto; or (e) the Book-Entry Only System administered by CDS ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants held by CDS. The Company shall provide an Officer’s Certificate giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.12(2). Fully registered Warrant Certificates issued and exchanged pursuant to this Section shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. (3) Subject to the provisions of this Section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as CDS for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant Authenticated upon registration of transfer of Uncertificated Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this Section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than CDS for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Warrants to be issued to CDS or a nominee thereof will be issued as an Uncertificated Warrant, unless otherwise requested in writing by CDS or the Company. (6) The rights of Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between CDS and the Participants and between such Participants and the Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of CDS. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities electronic records maintained by CDS relating to any ownership interests or any other interests in the Warrants or the depository system maintained by CDS, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (other than CDS or its nominee); (b) maintaining, supervising or reviewing any records of CDS or any Participant relating to any such interest; or (c) any advice or representation made or given by CDS or those contained herein that relate to the rules and regulations of CDS or any action to be taken by CDS on its own direction or at the direction of any Participant. (8) The Depository Trust Company (“DTC”)may terminate the application of this Section 2.12 in its sole discretion, acting reasonably, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name(s) of a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any person other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Companythan CDS. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) the a Warrant Agent and/or the facilities of The Depository Trust Company (“DTC”)Company, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), ) or other book-entry depositary system, in each case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued shall be evidenced by a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the a Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Company. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by the Depository shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by the Depository, as determined by the Company, from time to time. Except as provided in this Section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.8 herein. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) the Depository or the Company has notified the Warrant Agent that (A) the Depository is unwilling or unable to continue as depository or (B) the Depository ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within 90 days of delivery of such notice; (b) the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (c) the Company or the Depository is required by applicable law to take the action contemplated in this Section; or (d) the Book-Entry Only System administered by the Depository ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to the Depository in exchange for the Uncertificated Warrants held by the Depository. The Company shall provide an Officer’s Certificate giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.12(2). Fully registered Warrant Certificates issued and exchanged pursuant to this Section shall be registered in such names and in such denominations as the Depository shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. (3) Subject to the provisions of this Section 2.12, any exchange of Uncertificated Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as the Depository for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant Authenticated upon registration of transfer of Uncertificated Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this Section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than the Depository for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Warrants to be issued to the Depository or a nominee thereof will be issued as an Uncertificated Warrant, unless otherwise requested in writing by the Depository or the Company. (6) The rights of Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between the Depository and the Participants and between such Participants and the Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of the Depository. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities electronic records maintained by the Depository relating to any ownership interests or any other interests in the Warrants or the depository system maintained by the Depository, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (other than the Depository or its nominee); (b) maintaining, supervising or reviewing any records of the Depository or any Participant relating to any such interest; or (c) any advice or representation made or given by the Depository or those contained herein that relate to the rules and regulations of Depository or any action to be taken by the Depository on its own direction or at the direction of any Participant. (8) The Depository Trust Company (“DTC”)may terminate the application of this Section 2.12 in its sole discretion, acting reasonably, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name(s) of a book position on person other than the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the CompanyDepository. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this Section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in Section 2.20 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) CDS or the Company has notified the Warrant Agent that (A) CDS is unwilling or unable to continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within 90 days of delivery of such notice; (b) the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (c) the Company or CDS is required by applicable law to take the action contemplated in this Section; (d) there is an exercise of Warrants pursuant to 3.1(4) and the Warrantholder is unable to make the representations in 3.1(4) (a), (b), (c) and (d) thereto; or (e) the Book-Entry Only System administered by CDS ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants held by CDS. The Company shall provide an Officer’s Certificate giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.12(2). Fully registered Warrant Certificates issued and exchanged pursuant to this Section shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. (3) Subject to the provisions of this Section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as CDS for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange (4) Every Warrant Authenticated upon registration of transfer of Uncertificated Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this Section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than CDS for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Warrants to be issued to CDS or a nominee thereof will be issued as an Uncertificated Warrant, unless otherwise requested in writing by CDS or the Company. (6) The rights of Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between CDS and the Participants and between such Participants and the Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of CDS. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities electronic records maintained by CDS relating to any ownership interests or any other interests in the Warrants or the depository system maintained by CDS, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (other than CDS or its nominee); (b) maintaining, supervising or reviewing any records of CDS or any Participant relating to any such interest; or (c) any advice or representation made or given by CDS or those contained herein that relate to the rules and regulations of CDS or any action to be taken by CDS on its own direction or at the direction of any Participant. (8) The Depository Trust Company (“DTC”)may terminate the application of this Section 2.12 in its sole discretion, acting reasonably, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name(s) of a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any person other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Companythan CDS. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (a) Subject to the provisions hereof, at the Corporation's option, Warrants may be issued and registered in the name of CDS or its nominee as an Uncertificated Warrant and the deposit of which may be confirmed electronically by the Trustee to a particular Participant through CDS. (b) If the Corporation issues Uncertificated Warrants, Beneficial Holders of such Warrants shall not receive Certificated Warrants in definitive form and shall not be considered owners or holders thereof under this Warrant Indenture or any supplemental indenture. Beneficial interests in Warrants registered and deposited with CDS will be represented only through the NCI. Transfers of Warrants registered and deposited with CDS between Participants shall occur in accordance with the rules and procedures of CDS. Neither the Corporation nor the Trustee shall have any responsibility or liability for any aspects of the records relating to or payments made by CDS or its nominee, on account of the beneficial interests in Warrants registered and deposited with CDS. Nothing herein shall prevent the Beneficial Holders of Uncertificated Warrants from voting such Warrants using duly executed proxies or voting instruction forms. (c) All references herein to actions by, notices given or payments made to, Holders shall, where Warrants are held through CDS, refer to actions taken by, or notices given or payments made to, CDS upon instruction from the Participants in accordance with its rules and procedures in the case of actions by CDS. For the purposes of any provision hereof requiring or permitting actions with the consent of or the direction of Holders evidencing a specified percentage of the aggregate Warrants outstanding, such direction or consent may be given by Beneficial Holders acting through CDS and the Participants owning Warrants evidencing the requisite percentage of the Warrants. The rights of a Beneficial Holder whose Warrants are held established by law and agreements between such holders and CDS and the Participants upon instructions from the Participants. Each of the Trustee and the Corporation may deal with CDS for all purposes (including the making of payments) as the authorized representative of the respective Warrants or Warrant holders and such dealing with CDS shall constitute satisfaction or performance, as applicable, of their respective obligations hereunder. (d) For so long as Warrants are held through CDS, if any notice or other communication is required to be given to Holders, the Trustee will give such notices and communications to CDS. (e) If CDS resigns or is removed from its responsibility as Depository and the Trustee is unable or does not wish to locate a qualified successor, CDS shall provide the Trustee with instructions for registration of Warrants in the names and in the amounts specified by CDS, and the Corporation shall issue and the Trustee shall certify and deliver the aggregate number of Warrants then outstanding in the form of Certificated Warrants representing such Warrants. (f) The rights of beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the NCI shall be limited to those established by Applicable Law and agreements between the Depository and the Participants and between such Participants and the Beneficial Holders who hold securities entitlements in respect of the Warrants through the NCI, and such rights must be exercised through a Participant in accordance with the rules and procedures of the Depository. (g) Notwithstanding anything herein to the contrary, none of the Corporation nor the Trustee nor any Warrant, agent thereof shall have any responsibility or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through liability for: (i) the Warrant Agent and/or electronic records maintained by the facilities of The Depository Trust Company (“DTC”), relating to any ownership interests or other interests in the United States Warrants or the depository system maintained by the Depository, or payments made on account of any ownership interest or any other interest of any Person in any Warrant represented by an electronic position in the NCI (other than the Depository or its nominee); (ii) for maintaining, supervising or reviewing any records of the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada or any Participant relating to any such interest; or (“CDS” and, each DTC and CDS, a “Depositary”), iii) any advice or other book-entry depositary system, in each case as determined representation made or given by the Board of Directors Depository or those contained herein that relate to the rules and regulations of the Company Depository or any action to be taken by an authorized committee thereof. Any Warrant so issued the Depository on its own direction or at the direction of any Participant. (h) The Corporation may terminate the application of this Section 2.7 in its sole discretion in which case all Warrants shall be evidenced by a book position on Certificated Warrant registered in the register name of holders to be maintained by a Person other than the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the CompanyDepository. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (1) Reregistration of beneficial interests in and transfers of Warrants held by the Depository shall be made only through the book entry registration system, subject to Applicable Procedures, and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by the Depository. Except as provided in this Section 2.6, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.9. Notwithstanding any terms set out herein, Warrants held in the name of the Depository having any legend set forth in Section 2.8 herein may only be held in the form of Uncertificated Warrants with the prior consent of the Warrant Agent and in accordance Internal Procedures of the Warrant Agent. (2) Notwithstanding any other provision in this Indenture, no Uncertificated Warrants may be exchanged in whole or in part for Warrants registered, and no transfer of any Uncertificated Warrants in whole or in part may be registered, in the name of any person other than the Depository for such Uncertificated Warrants or a nominee thereof unless: (a) the Depository notifies the Corporation that it is unwilling or unable to continue to act as depository in connection with the Uncertificated Warrants and the Corporation is unable to locate a qualified successor; (b) the Corporation determines that the Depository is no longer willing, able or qualified to properly discharge its responsibilities as holder of the Uncertificated Warrants and the Corporation is unable to locate a qualified successor; (c) the Depository ceases to be a clearing agency or otherwise ceases to be eligible to be a depository and the Corporation is unable to locate a qualified successor; (d) the Corporation determines that the Warrants shall no longer be held as Uncertificated Warrants through the Depository; (e) such right is required by Applicable Legislation as determined by the Corporation and the Corporation’s Counsel; (f) the Warrant is to be Authenticated to or for the account or benefit of a person in the United States or a U.S. Person; or (g) such registration is effected in accordance with the internal procedures of the Depository and the Warrant Agent, following which, Warrants for those holders requesting the same shall be registered and issued to the beneficial owners of such Warrants or their nominees as directed by the holder. The Corporation shall provide a certificate executed by an officer of the Corporation giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.6(2)(a)–(f). (3) Subject to the provisions of this Section 2.6, any exchange of Uncertificated Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.11, mutatis mutandis. All such Warrants issued in exchange for a Uncertificated Warrant or any portion thereof shall be registered in such names as the Depository for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant that is Authenticated upon registration or transfer of a Uncertificated Warrant, or in exchange for or in lieu of a Uncertificated Warrant or any portion thereof, whether pursuant to this Section 2.6, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant unless such Warrant is registered in the name of a person other than the Depository for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Uncertificated Warrant will be issued as an Uncertificated Warrant, unless otherwise requested in writing by the Depository or the Corporation. (6) The rights of beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the book entry registration system shall be limited to those established by Applicable Legislation and agreements between the Depository and the Book Entry Participants and between such Book Entry Participants and the beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the book entry registration system, and such rights must be exercised through a Book Entry Participant in accordance with the Applicable Procedures of the Depository. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Corporation nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities of The electronic records maintained by the Depository Trust Company (“DTC”), relating to any ownership interests or any other interests in the United States Warrants or the depository system maintained by the Depository, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the book entry registration system (iiother than the Depository or its nominee); (b) maintaining, supervising or reviewing any records of the Depository or any Book Entry Participant relating to any such interest; or (c) any advice or representation made or given by the Depository or those contained herein that relate to the rules and regulations of the Depository, including Applicable Procedures, or any action to be taken by the Depository on its own direction or at the direction of any Book Entry Participant. (8) The Corporation may terminate the application of this Section 2.6 in its sole discretion, acting reasonably and after due consultation with the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary systemLead Agents, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name of a book position on person other than the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the CompanyDepository. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. ‌ (a) Subject to the provisions hereof, at the Corporation’s option, Warrants may be issued and registered in the name of CDS or its nominee as an Uncertificated Warrant and the deposit of which may be confirmed electronically by the Trustee to a particular Participant through CDS. (b) If the Corporation issues Uncertificated Warrants, Beneficial Holders of such Warrants shall not receive Certificated Warrants in definitive form and shall not be considered owners or holders thereof under this Warrant Indenture or any supplemental indenture. Beneficial interests in Warrants registered and deposited with CDS will be represented only through the NCI. Transfers of Warrants registered and deposited with CDS between Participants shall occur in accordance with the rules and procedures of CDS. Neither the Corporation nor the Trustee shall have any responsibility or liability for any aspects of the records relating to or payments made by CDS or its nominee, on account of the beneficial interests in Warrants registered and deposited with CDS. Nothing herein shall prevent the Beneficial Holders of Uncertificated Warrants from voting such Warrants using duly executed proxies or voting instruction forms. (c) All references herein to actions by, notices given or payments made to, Holders shall, where Warrants are held through CDS, refer to actions taken by, or notices given or payments made to, CDS upon instruction from the Participants in accordance with its rules and procedures in the case of actions by CDS. For the purposes of any provision hereof requiring or permitting actions (d) For so long as Warrants are held through CDS, if any notice or other communication is required to be given to Holders, the Trustee will give such notices and communications to CDS. (e) If CDS resigns or is removed from its responsibility as Depository and the Trustee is unable or does not wish to locate a qualified successor, CDS shall provide the Trustee with instructions for registration of Warrants in the names and in the amounts specified by CDS, and the Corporation shall issue and the Trustee shall certify and deliver the aggregate number of Warrants then outstanding in the form of Certificated Warrants representing such Warrants. (f) The rights of beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the NCI shall be limited to those established by Applicable Law and agreements between the Depository and the Participants and between such Participants and the Beneficial Holders who hold securities entitlements in respect of the Warrants through the NCI, and such rights must be exercised through a Participant in accordance with the rules and procedures of the Depository. (g) Notwithstanding anything herein to the contrary, none of the Corporation nor the Trustee nor any Warrant, agent thereof shall have any responsibility or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through liability for: (i) the Warrant Agent and/or electronic records maintained by the facilities of The Depository Trust Company (“DTC”), relating to any ownership interests or other interests in the United States Warrants or the depository system maintained by the Depository, or payments made on account of any ownership interest or any other interest of any Person in any Warrant represented by an electronic position in the NCI (other than the Depository or its nominee); (ii) for maintaining, supervising or reviewing any records of the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada or any Participant relating to any such interest; or (“CDS” and, each DTC and CDS, a “Depositary”), iii) any advice or other book-entry depositary system, in each case as determined representation made or given by the Board of Directors Depository or those contained herein that relate to the rules and regulations of the Company Depository or any action to be taken by an authorized committee thereof. Any Warrant so issued the Depository on its own direction or at the direction of any Participant. (h) The Corporation may terminate the application of this Section 2.7 in its sole discretion in which case all Warrants shall be evidenced by a book position on Certificated Warrant registered in the register name of holders to be maintained by a Person other than the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the CompanyDepository. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this Section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in Section 2.20 herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) CDS or the Company has notified the Warrant Agent that (A) CDS is unwilling or unable to continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within 90 days of delivery of such notice; (b) the Company has determined, in its sole discretion, acting reasonably, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (c) the Company or CDS is required by applicable law to take the action contemplated in this Section; (d) there is an exercise of Warrants pursuant to Section 3.1(4) and the Warrantholder is unable to make the representations in Section 3.1(4) (a), (b), (c) and (d) thereto; or (e) the Book-Entry Only System administered by CDS ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants held by CDS. The Company shall provide an Officer's Certificate giving notice to the Warrant Agent of the occurrence of any event outlined in this Section 2.12(2). Fully registered Warrant Certificates issued and exchanged pursuant to this Section shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. (3) Subject to the provisions of this Section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of Section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as CDS for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Uncertificated Warrants) as the Uncertificated Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant Authenticated upon registration of transfer of Uncertificated Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this Section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than CDS for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Warrants to be issued to CDS or a nominee thereof will be issued as an Uncertificated Warrant, unless otherwise requested in writing by CDS or the Company. (6) The rights of Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between CDS and the Participants and between such Participants and the Beneficial Owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of CDS. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities electronic records maintained by CDS relating to any ownership interests or any other interests in the Warrants or the depository system maintained by CDS, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (other than CDS or its nominee); (b) maintaining, supervising or reviewing any records of CDS or any Participant relating to any such interest; or (c) any advice or representation made or given by CDS or those contained herein that relate to the rules and regulations of CDS or any action to be taken by CDS on its own direction or at the direction of any Participant. (8) The Depository Trust Company (“DTC”)may terminate the application of this Section 2.12 in its sole discretion, acting reasonably, in the United States or (ii) the Co-Agent and/or the facilities of CDS Clearing and Depository Services Inc. in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name(s) of a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any person other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Companythan CDS. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows:

Uncertificated Warrants. (1) Registration and re-registration of beneficial interests in and transfers of Warrants held by CDS shall be made only through the Book-Entry Only System and no Warrant Certificates shall be issued in respect of such Warrants except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by CDS, as determined by the Company, from time to time. Except as provided in this section 2.12, owners of beneficial interests in any Uncertificated Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in section 2.8 herein. Notwithstanding any terms set out herein, Warrants subject to the restrictions and any legend set forth in section 2.21 or 2.22, as applicable, herein and held in the name of CDS may only be held in the form of Uncertificated Warrants with the prior consent of the Company and CDS. (2) If any Warrant is issued in uncertificated form and any of the following events occurs: (a) CDS or the Company has notified the Warrant Agent that (A) CDS is unwilling or unable to continue as depository or (B) CDS ceases to be a clearing agency in good standing under applicable laws and, in either case, the Company is unable to locate a qualified successor depository within 90 days of delivery of such notice; (b) the Company has determined, in its sole discretion, with the consent of the Warrant Agent, to terminate the Book-Entry Only System in respect of such Uncertificated Warrants and has communicated such determination to the Warrant Agent in writing; (c) the Company or CDS is required by applicable law to take the action contemplated in this subsection; or (d) the Book-Entry Only System administered by CDS ceases to exist, then one or more definitive fully registered Warrant Certificates shall be executed by the Company and certified and delivered by the Warrant Agent to CDS in exchange for the Uncertificated Warrants form held by CDS. Fully registered Warrant Certificates issued and exchanged pursuant to this subsection shall be registered in such names and in such denominations as CDS shall instruct the Warrant Agent, provided that the aggregate number of Warrants represented by such Warrant Certificates shall be equal to the aggregate number of Uncertificated Warrants so exchanged. Upon exchange of Uncertificated Warrants for one or more Warrant Certificates in definitive form, such Uncertificated Warrants shall be cancelled by the Warrant Agent. (3) Subject to the provisions of this section 2.12, any exchange of Warrants for Warrants which are not Uncertificated Warrants may be made in whole or in part in accordance with the provisions of section 2.10, mutatis mutandis. All such Warrants issued in exchange for Uncertificated Warrants or any portion thereof shall be registered in such names as CDS for such Uncertificated Warrants shall direct and shall be entitled to the same benefits and subject to the same terms and conditions (except insofar as they relate specifically to Warrants) as the Warrants or portion thereof surrendered upon such exchange. (4) Every Warrant Authenticated upon registration of transfer of Warrants, or in exchange for or in lieu of Uncertificated Warrants or any portion thereof, whether pursuant to this section 2.12, or otherwise, shall be Authenticated in the form of, and shall be, an Uncertificated Warrant, unless such Warrant is registered in the name of a person other than CDS for such Uncertificated Warrant or a nominee thereof. (5) Notwithstanding anything to the contrary in this Indenture, subject to Applicable Legislation, the Uncertificated Warrants will be issued as an Uncertificated Warrant, unless otherwise requested in writing by CDS or the Company. (6) The rights of beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System shall be limited to those established by applicable law and agreements between CDS and the Participants and between such Participants and the beneficial owners of Warrants who hold securities entitlements in respect of the Warrants through the Book-Entry Only System, and such rights must be exercised through a Participant in accordance with the rules and procedures of CDS. (7) Notwithstanding anything herein to the contrary, any Warrant, or portion thereof, may be issued as part of, and be represented by, a Unit, and any Warrant may be issued in uncertificated or book-entry form through (i) neither the Company nor the Warrant Agent and/or nor any agent thereof shall have any responsibility or liability for: (a) the facilities of The Depository Trust Company (“DTC”), electronic records maintained by CDS relating to any ownership interests or any other interests in the United States Warrants or the depository system maintained by CDS, or payments made on account of any ownership interest or any other interest of any person in any Warrant represented by an electronic position in the Book-Entry Only System (iiother than CDS or its nominee); (b) the Co-Agent and/or the facilities maintaining, supervising or reviewing any records of CDS Clearing or any Participant relating to any such interest; or (c) any advice or representation made or given by CDS or those contained herein that relate to the rules and Depository Services Inc. regulations of CDS or any action to be taken by CDS on its own direction or at the direction of any Participant. (8) The Company may terminate the application of this section 2.12 in Canada (“CDS” and, each DTC and CDS, a “Depositary”), or other book-entry depositary system, its sole discretion in each which case as determined by the Board of Directors of the Company or by an authorized committee thereof. Any Warrant so issued all Warrants shall be evidenced by Warrant Certificates registered in the name of a book position on the register of holders to be maintained by the Warrant Agent pursuant to this Agreement and such Warrants shall have the same terms, force and effect as a certificated Warrant that has been duly countersigned by the Warrant Agent in accordance with the terms of this Agreement. Upon the written order of the Company, the Warrant Agent shall authenticate uncertified warrants (whether upon original issuance, exchange, registration of transfer or otherwise) by completing its internal procedures and the Company shall, and hereby acknowledges that it shall, thereupon be deemed to have duly and validly issued such uncertified warrants under this Agreement. Such authentication shall be conclusive evidence that such uncertificated warrant has been duly issued hereunder and that the holder or holders are entitled to the benefits of this Agreement. The Warrant Register shall be final and conclusive evidence as to all matters relating to uncertificated warrants with respect to which this Agreement requires the Warrant Agent to maintain records or accounts. In case of differences between the register at any time and any person other time, the register at the later time shall be controlling, absent manifest error and such uncertificated warrants are binding on the Companythan CDS. (c) Section 2.3 of the Warrant Agreement is hereby amended by deleting such Section and replacing it entirely as follows: