Registration Transfer Exchange and Ownership Sample Clauses

Registration Transfer Exchange and Ownership. Section 3.1 Global Debentures or Book Based Only Debentures (1) With respect to each series of Debentures issuable in whole or in part as one or more Global Debentures and/or as Book Based Only Debentures, the Company shall cause to be kept by and at the principal offices of the Trustee in Calgary, Alberta and by the Trustee or such other registrar as the Company, with the approval of the Trustee, may appoint at such other place or places, if any, as the Company may designate with the approval of the Trustee, a register in which shall be entered the name and address of the holder of each such Global Debenture and/or Book Based Only Debenture as holder thereof and particulars of the Global Debenture and/or Book Based Only Debenture held by it, and of all transfers thereof. If any Debentures of such series are at any time not Global Debentures or Book Based Only Debentures, the provisions of Section 3.2 shall govern with respect to registrations and transfers of such Debentures. (2) Notwithstanding any other provision of this Indenture, a Global Debenture or Book Based Only Debenture may not be transferred by the registered holder thereof and accordingly, no definitive certificates shall be issued to Beneficial Holders except in the following circumstances or as otherwise specified in a resolution of the Directors, an Officer’s Certificate or a supplemental indenture relating to a particular series of Additional Debentures: (a) Global Debentures or Book Based Only Debentures may be transferred by a Depository to a nominee of such Depository or by a nominee of a Depository to such Depository or to another nominee of such Depository or by a Depository or its nominee to a successor Depository or its nominee; (b) Global Debentures or Book Based Only Debentures may be transferred at any time after (i) the Depository for such Global Debentures or Book Based Only Debentures, as the case may be, or the Company has notified the Trustee that the Depository is unwilling or unable to continue as Depository for such Global Debentures or Book Based Only Debentures, or (ii) the Depository ceases to be a clearing agency or otherwise ceases to be eligible to be a Depository under Section 2.1(2), provided in each case that at the time of such transfer the Trustee and the Company are unable to locate a qualified successor Depository for such Global Debentures or Book Based Only Debentures; (c) Global Debentures or Book Based Only Debentures may be transferred at any time after...

Registration Transfer Exchange and Ownership. Section 3.1 Fully Registered Debentures Section 3.2 Global Debentures Section 3.3 Transferee Entitled to Registration Section 3.4 No Notice of Trusts Section 3.5 Registers Open for Inspection Section 3.6 Exchanges of Debentures

Registration Transfer Exchange and Ownership. 3.1 Register of Certificated Notes. 53 3.2 Global Notes 53 3.3 Transferee Entitled to Registration 55 3.4 No Notice of Trusts 55 3.5 Registers Open for Inspection 55 3.6 Transfers and Exchanges of Notes 55 3.7 Closing of Registers 63 3.8 Charges for Registration, Transfer and Exchange 64 3.9 Ownership of Notes 64 3.10 Cancellation and Destruction 65

Registration Transfer Exchange and Ownership. 3.1 FULLY REGISTERED DEBENTURES (a) With respect to each series of Debentures issuable as Fully Registered Debentures, the Trust shall cause to be kept by and at the Designated Office, a register in which shall be entered the names and addresses of the Debentureholders of Fully Registered Debentures and particulars of the Debentures held by them respectively and of all transfers of Fully Registered Debentures. Such registration shall be noted on the Debentures by the Trustee or other registrar unless a new Debenture shall be issued upon such transfer. (b) No transfer of a Fully Registered Debenture shall be valid unless made on such register referred to in Section 3.1(a) by the registered Debentureholder or such Debentureholder's executors, administrators or other legal representatives or an attorney duly appointed by an instrument in writing in form and execution satisfactory to the Trustee or other registrar upon surrender of the Debentures together with a duty executed form of transfer acceptable to the Trustee and upon compliance with such other reasonable requirements as the Trustee or other registrar may prescribe, nor unless the name of the transferee shall have been noted on the Debenture by the Trustee or other registrar.

Registration Transfer Exchange and Ownership. 3.1 Register of Definitive Debentures and DRS Advices (a) With respect to Definitive Debentures and/or DRS Advices, the Issuer shall cause to be kept by the Trustee at the principal office of the Trustee in Calgary, Alberta or by such other Registrar as the Issuer, with the approval of the Trustee, may appoint at such other place or places, if any, as the Issuer may designate with the approval of the Trustee, a register in which shall be entered the names and addresses of the Holders and particulars of the Definitive Debentures and DRS Advices held by them respectively and of all transfers and exchanges of such Definitive Debentures and DRS Advices. (b) No transfer of a Definitive Debenture and/or DRS Advice shall be valid unless (i) made by the Holder upon surrender of such Definitive Debenture and/or DRS Advice together with a duly executed form of transfer acceptable to the Trustee or other Registrar and upon compliance with such other reasonable requirements as the Trustee or other Registrar may prescribe and (ii) such transfer has been duly noted on such Definitive Debenture and on the registers by the Trustee or other Registrar. (c) A Holder of a Definitive Debenture and/or DRS Advice may only transfer such Definitive Debenture and/or DRS Advice in compliance with the provisions of any legend or legends thereon restricting such transfer and in accordance with applicable law.

Registration Transfer Exchange and Ownership. 3.1 Certificated Note (a) With respect to the Notes, the Company shall cause to be kept by and at the principal office of the Trustee in Toronto, Ontario and by the Trustee or such other registrar as the Company, with the approval of the Trustee, may appoint at such other place or places, if any, as may be specified in the Notes or as the Company may designate with the approval of the Trustee, a register in which shall be entered the names and addresses of the Holders of Notes and particulars of the Notes held by them respectively and of all transfers of Notes. Such registration shall be noted on the Notes by the Trustee or other registrar unless a new Note shall be issued upon such transfer. (b) No transfer of a Note shall be valid unless made on such register referred to in Section 3.1(a) by the registered Holder of such Note or such ▇▇▇▇▇▇'s executors, administrators or other legal representatives or an attorney duly appointed by an instrument in writing in form and substance and execution satisfactory to the Trustee or other registrar upon surrender of the Note, together with a duly executed form of transfer acceptable to the Trustee and upon compliance with such other reasonable requirements as the Trustee or other registrar may prescribe.

Registration Transfer Exchange and Ownership. 46 5.1 Register of Certificated Notes (a) Subject to the terms of any Supplemental Indenture, with respect to each series of Notes issuable in whole or in part as registered Notes, the Issuer shall cause to be kept by and at the principal office of the Trustee in Vancouver, British Columbia or by such other Registrar as the Issuer, with the approval of the Trustee, may appoint at such other place or places, if any, as may be specified in the Notes of such series or as the Issuer may designate with the approval of the Trustee, a register in which shall be entered the names and addresses of the Holders and particulars of the Notes held by them respectively and of all transfers of Notes. Such registration shall be noted on the relevant Notes by the Trustee or other Registrar unless a new Note shall be issued upon such transfer.

Registration Transfer Exchange and Ownership. Section 3.1 Fully Registered Debentures 30 Section 3.2 Transferee Entitled to Registration 31 Section 3.3 No Notice of Trusts 32 Section 3.4 Registers Open for Inspection 32 Section 3.5 Exchanges of Debentures 32 Section 3.6 Closing of Registers 33 Section 3.7 Charges for Registration, Transfer and Exchange 33 Section 3.8 Ownership of Debentures 34

Registration Transfer Exchange and Ownership. Section 3.01 Fully Registered 6.25% Debentures. (a) The 6.25% Debentures are issuable as Fully Registered 6.25% Debentures. The Company shall cause to be kept at the corporate trust office of the Canadian Trustee a register (the register maintained in such office or in any other office or agency of the Company designated pursuant to Section 4.03 being herein sometimes collectively referred to as the “6.25% Debenture Register,” which 6.25% Debenture Register shall constitute a Debt Security Register (as such term is defined in the Original Indenture)) in which, subject to such reasonable regulations as it may prescribe, the Company shall provide for the registration of 6.25% Debentures and of transfers of 6.25% Debentures. Such register shall be in written form or in any form capable of being converted into written form within a reasonable period of time. The Canadian Trustee is hereby appointed a “Debenture Registrar” and shall constitute a Registrar (as such term is defined in the Original Indenture) for the purpose of registering Debentures and transfers of Debentures as herein provided. The Company may appoint one or more co-registrars in accordance with Section 4.03. (b) No transfer of a Fully Registered 6.25% Debenture shall be valid unless made on such 6.25% Debenture Register by the registered holder or such holder’s executors, administrators or other legal representatives or an attorney duly appointed by an instrument in writing in form and executed in a manner satisfactory to the Canadian Trustee or other registrar upon surrender of the 6.25% Debentures together with a duly executed form of transfer acceptable to the Canadian Trustee and upon compliance with such other reasonable requirements as the Canadian Trustee or other registrar may prescribe, or unless the name of the transferee shall have been noted on the 6.25% Debenture by the Canadian Trustee or other registrar. The 6.25% Debenture Register shall be maintained at all times in order to ensure that the 6.25% Debentures are in registered form for purposes of Section 163(f) of the Internal Revenue Code of 1986.