Common use of Preferential Dividends Clause in Contracts

Preferential Dividends. Subject to the rights of the holders of any Series A Dividend Senior Stock, for so long as any shares of Series A Preferred Stock shall be outstanding, the holders of outstanding shares of Series A Preferred Stock shall be entitled to receive, except to the extent prohibited by Delaware law governing distributions to stockholders, prior and in preference to the declaration or payment of any dividend on any Series A Dividend Junior Stock, and on a pari passu basis with respect to the declaration or payment of any dividend on any Series A Dividend Parity Stock, dividends when, as and if declared by the Board of Directors, payable quarterly on January 1, April 1, July 1 and October 1 of each calendar year (provided, however, that if such date is not a business day, the relevant quarterly dividend shall be payable on the first business day following such date) (each date a “Series A Quarterly Dividend Payment Date”), commencing on and including July 1, 2022, which dividends shall be paid in cash at the Series A Dividend Rate. Such dividends shall cumulate quarterly at the Series A Dividend Rate if not declared and paid on a Series A Quarterly Dividend Payment Date. If the dividend to be distributed among the holders of outstanding shares of Series A Preferred Stock and Series A Dividend Parity Stock shall be insufficient to permit the payment to such holders of the full aforesaid preferential amounts, then the entire amount available for distribution under Delaware law governing distributions to stockholders shall be distributed ratably among the holders of outstanding shares of Series A Preferred Stock and Series A Dividend Parity Stock in proportion to the full preferential amount that each such holder is otherwise entitled to receive.

Preferential Dividends. Subject to (i) From and after the rights Issuance Date, the Holders of record as they appear on the books of the holders Company on February 15, May 15, August 15 and November 15 of any Series A each calendar year following the Issuance Date (each such date, a "Preferential Dividend Senior Stock, for so long as any shares of Series A Preferred Stock shall be outstanding, the holders of outstanding shares of Series A Preferred Stock Record Date") shall be entitled to receive, except to the fullest extent prohibited permitted by Delaware law governing distributions to stockholdersand out of funds lawfully available therefor, prior and in preference to before any dividends shall be declared, set apart for or paid upon the declaration Common Shares or payment of any dividend on any other Junior Shares, dividends per Series A Preferred Share on the applicable Preferential Dividend Junior Stock, and Date (as defined below) in arrears for the previous Calendar Quarter equal to an amount calculated at 5.50% per annum (the "Preferential Dividend Rate") on a pari passu basis with respect to the declaration or payment Issue Price of any dividend on any each such Series A Dividend Parity StockPreferred Share computed on the basis of a 360-day year and twelve 30-day months (the "Preferential Dividends"). For the avoidance of doubt, dividends when, as and if declared the first Preferential Dividends to be paid by the Board of DirectorsCompany on March 15, 2023 shall be prorated for the period starting on the Issuance Date through such Preferential Dividend Date. (ii) Preferential Dividends shall be payable quarterly on January 1March 15, April 1June 15, July 1 September 15 and October 1 December 15 of each calendar year (providedfollowing the Issuance Date, howeveror, that if any such date falls on a day that is not a business dayBusiness Day, the relevant quarterly dividend next day that is a Business Day (each such date, a "Preferential Dividend Date"). (iii) Preferential Dividends shall be payable on each Preferential Dividend Date, to the first business day following Holders of record on the related Preferential Dividend Record Date, in whole or in part, in cash ("Cash Preferential Dividend") or, so long as there is no Equity Conditions Failure in respect of the Preferential Dividend Shares occurring on the applicable Preferential Dividend Date (subject to waiver of any such dateEquity Conditions Failure in accordance with clause (v) below) by any Holder with respect to such Holder only, in Common Shares (each date a “Series A Quarterly the "Preferential Dividend Payment Date”Shares"), commencing at the Company's election. (iv) The Company shall give written notice (a "Preferential Dividend Election Notice") to each Holder on or prior to the fifteenth (15th) Trading Day immediately prior to the applicable Preferential Dividend Date (the date such notice is delivered to the Holders, the "Preferential Dividend Notice Date") indicating whether it elects to pay Preferential Dividend on any Preferential Dividend Date in Cash Preferential Dividend, in Preferential Dividend Shares or a combination thereof (and including July 1if a combination, 2022the proportion that will be paid in Cash Preferential Dividend), which dividends election shall be the same for all Holders. If the Company does not give a Preferential Election Notice in respect of a Preferential Dividend Date in accordance with the immediately preceding sentence, the Company will be deemed to have elected Cash Preferential Dividend in respect of the Preferential Dividends due on such Preferential Dividend Date. (v) If the Company elects (or is deemed to have elected by operation of this Section 5(a)) the payment of applicable Preferential Dividend in Preferential Dividend Shares, in whole or in part, in respect of a Preferential Dividend Date, and an Equity Conditions Failure occurs at any time prior to such Preferential Dividend Date that the Company expects will last through such Preferential Dividend Date (which is not waived in writing by such Holder), the Company shall provide each Holder a written notice to that effect by no later than the Trading Day immediately following the date upon which the Company has knowledge of such Equity Conditions Failure, indicating that unless such Holder waives the Equity Conditions Failure in writing, the applicable portion of Preferential Dividend as to which such Holder did not waive the Equity Conditions Failure shall be paid as Cash Preferential Dividend. (vi) If any portion of Preferential Dividend for a particular Preferential Dividend Date shall be paid in cash at Preferential Dividend Shares, then on the Series A applicable Preferential Dividend Rate. Such dividends Date, the Company shall cumulate quarterly at issue to the Series A Holder, such number of Common Shares equal to (a) the amount of Preferential Dividend Rate if not declared and paid payable on a Series A Quarterly the applicable Preferential Dividend Payment Date in Preferential Dividend Shares divided by (b) 97% of the simple average of the daily Weighted Average Prices of the Common Shares on each Trading Day during the ten (10) consecutive Trading Days immediately following the applicable Preferential Dividend Notice Date. If Notwithstanding anything herein to the dividend contrary, if the price set forth in clause (b) of the immediately preceding sentence is less than US$59.722 (as adjusted for any share dividend, share split, share combination, reclassification or similar transaction relating to the Common Shares occurring after the Subscription Date) or less than the minimum price required such that the Common Shares are deemed to be distributed among issued at or above the holders of outstanding shares of Series A Preferred market price or otherwise not requiring shareholder approval by the Toronto Stock and Series A Dividend Parity Stock shall be insufficient to permit the payment to such holders of the full aforesaid preferential amountsExchange (or its successor), then the entire amount available for distribution under Delaware law governing distributions to stockholders Company shall be distributed ratably among required to pay the holders applicable Preferential Dividends on the applicable Preferential Dividend Payment Date in cash as a Cash Preferential Dividend. All Preferential Dividend Shares shall be fully paid and nonassessable Common Shares (rounded in accordance with Section 6(b)). By written notice to all Holders, the Company may irrevocably elect to eliminate its ability to pay Preferential Dividends with Preferential Dividend Shares (i) unless and until it receives the approval of outstanding shares its shareholders for the issuance of Series A Preferred Stock and Series A Dividend Parity Stock Common Shares in proportion excess of the Exchange Cap (as defined below) or (ii) subject to the full preferential amount that each such holder is otherwise entitled to receiveno conditions.