Common use of Book-Based System Clause in Contracts

Book-Based System. (1) Debentures will be issued as Book-Entry Only Debentures and will be represented by the Global Debentures together with the legend provided for in Section 2.07(2). The Global Debentures will be held by, or on behalf of, the Depository as depository of the Participants in the Book-Based System and will be registered in the name of “CDS & Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). (2) The Global Debentures will bear a legend in substantially the following form subject to modification as required by the Depository: “UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN DEPOSITORY FOR SECURITIES LIMITED (“CDS”) TO THE CORPORATION OR THE TRUSTEE FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT TO A MASTER LETTER OF REPRESENTATION OF THE CORPORATION TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME.” (3) Subject to the terms of any agreement between the Corporation and CDS or other Depositary, beneficial holders of the Debenture will have no right to receive definitive Debentures.

Book-Based System. (1a) The Debentures will shall be issued as Book-Entry Only Debentures and will shall be represented by one or more fully-registered permanent global security certificates in the Global Debentures form of the certificate set out in Schedule “A” hereto together with the legend provided for in Section 2.07(2section 2.11(b) (the “Global Debenture(s)”). The Global Debentures will Debenture(s) shall be held by, or on behalf of, the Depository as depository of the Participants in the Book-Based System and will shall be registered in the name of “CDS & Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). No Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Corporation determines to terminate the Book-Entry Only Debentures. (2b) The Global Debentures will Debenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: “UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN CDS CLEARING AND DEPOSITORY FOR SECURITIES LIMITED SERVICES INC. (“CDS”) TO STUDENT TRANSPORTATION INC. (THE CORPORATION “ISSUER”) OR THE TRUSTEE ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN A PROPERTY INTEREST HEREIN. IN THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREIN AND IT IS SUBJECT A VIOLATION OF ITS RIGHTS FOR ANOTHER PERSON TO A MASTER LETTER OF REPRESENTATION OF THE CORPORATION TO CDSHOLD, AS SUCH LETTER MAY BE REPLACED TRANSFER OR AMENDED FROM TIME TO TIME.DEAL WITH THIS CERTIFICATE” (3) Subject to the terms of any agreement between the Corporation and CDS or other Depositary, beneficial holders of the Debenture will have no right to receive definitive Debentures.

Book-Based System. (1) Debentures will 2.9.1 Subject to Section 2.11, Warrants shall be issued as in Book-Entry Only Debentures Form and will shall be represented by one or more fully-registered permanent global Warrant certificates in the Global Debentures form of the certificate set out in Schedule "A" hereto together with the legend provided for in Section 2.07(2Subsection 2.9.2 (the "Global Certificates"). The Global Debentures will Certificate(s) shall be held by, or on behalf of, the Depository as depository of for the Participants in the Book-Based System and will shall be registered in the name of “"CDS & Co.” CO." (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). (2) 2.9.2 The Global Debentures will Certificate(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: “"UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN DEPOSITORY FOR SECURITIES LIMITED (“"CDS”") TO THE CORPORATION OR THE TRUSTEE FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENTWARRANT AGENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT TO A MASTER AN ISSUE SPECIFIC LETTER OF REPRESENTATION OF THE CORPORATION TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME.” (3) Subject to the terms of any agreement between the Corporation and CDS or other Depositary, beneficial holders of the Debenture will have no right to receive definitive Debentures."

Book-Based System. (1) 2.11.1 The Debentures will shall be issued as Book-Entry Only Debentures and will shall be represented by one or more fully-registered permanent global security certificates in the Global Debentures form of the certificate set out in Schedule “A” hereto together with the legend provided for in Section 2.07(2subsection 2.11.2 and subsection 2.19, as applicable (the “Global Debenture(s)”). The Global Debentures will Debenture(s) shall be held by, or on behalf of, the Depository as depository of the Participants in the Book-Based System and will shall be registered in the name of “CDS & Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). No Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Company determines to terminate the Book-Entry Only Debentures. (2) 2.11.2 The Global Debentures will Debenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: “UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN DEPOSITORY FOR SECURITIES LIMITED (“CDS”) TO THE CORPORATION COMPANY OR THE TRUSTEE ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT ISSUED PURSUANT TO A MASTER LETTER OF REPRESENTATION REPRESENTATIONS OF THE CORPORATION COMPANY TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME.” (3) Subject to the terms of any agreement between the Corporation and CDS or other Depositary, beneficial holders of the Debenture will have no right to receive definitive Debentures.

Book-Based System. (1a) In the event that all of the Outstanding Definitive Debentures will be issued as Book-Entry Only Debentures and will be represented by are registered in the Global Debentures name of “CDS & Co.” or “Cede & Co.”, the Trustee may issue, in replacement of the Definitive Debentures, one or more permanent global security certificates in the form of the certificate set out in Schedule 2.2 hereto together with the legend provided for in Section 2.07(2subsection (b) (in the case of Canadian Debentures) or (c) (in the case of U.S. Debentures) and section 2.20, as applicable (the “Global Debenture(s)”). The Global Debentures will Debenture(s) shall be held by, or on behalf of, the applicable Depository as depository of the Participants in the Book-Based System for such Depository and will shall be registered in the name of “CDS & Co.” (in the case of Canadian Debentures) or “Cede & Co.” (in the case of U.S. Debentures), or such other name names as the applicable Depository may use from time to time as its nominee for the purposes of the its Book-Based System. In the event that all of the Outstanding Debentures are registered in the name of “CDS & Co.” (in the case of Canadian Debentures) or “Cede & Co.” (in the case of U.S. Debentures), no Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Issuer determines to terminate the Book-Entry Only Debentures. Where all of the Outstanding Definitive Debentures are represented by a Global Debenture, the Debentures represented thereby shall be deemed for the purposes hereof to have been issued as Book-Entry Only Debentures. (2b) The Global Debenture(s) representing Canadian Debentures will shall bear a legend in substantially the following form subject to modification as required by the DepositoryCDS: “UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN CDS CLEARING AND DEPOSITORY FOR SECURITIES LIMITED SERVICES INC. (“CDS”) TO BLACKBERRY LIMITED (THE CORPORATION “ISSUER”) OR THE TRUSTEE ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT ISSUED PURSUANT TO A MASTER LETTER OF REPRESENTATION REPRESENTATIONS OF THE CORPORATION ISSUER TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME.” (3c) Subject The Global Debenture(s) representing U.S. Debentures shall bear a legend in substantially the following form subject to the terms of any agreement between the Corporation and CDS or other Depositary, beneficial holders of the Debenture will have no right to receive definitive Debentures.modification as required by DTC:

Book-Based System. (1) 2.12.1 The Debentures will shall initially be issued as Book-Entry Only Debentures and will shall be represented by one or more fully-registered permanent global security certificates in the Global Debentures form of the certificate set out in Schedule “A” hereto together with the legend provided for in Section 2.07(2subsection 2.12.2 and subsection 2.20, as applicable (the “Global Debenture(s)”). The Global Debentures will Debenture(s) shall be held by, or on behalf of, the Depository as depository of the Participants in the Book-Based System and will shall be registered in the name of “CDS CEDE & Co.” as the nominee of the Depository (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). No Beneficial Holder will receive Definitive Debentures representing its beneficial ownership in Debentures unless the Company determines to terminate the use of the Book-Based System with respect to the Debentures, or as otherwise provided in subsection 2.15.3. (2) 2.12.2 The Global Debentures will Debenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: “UNLESS THIS CERTIFICATE SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE A GLOBAL SECURITY WITHIN THE MEANING OF THE CANADIAN DEPOSITORY FOR SECURITIES LIMITED (“CDS”) INDENTURE HEREINAFTER REFERRED TO THE CORPORATION OR THE TRUSTEE FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & COA DEPOSITORY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN SUCH OTHER PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFULOTHER THAN SUCH DEPOSITORY OR A NOMINEE THEREOF, SINCE EXCEPT IN CIRCUMSTANCES DESCRIBED IN THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT TO A MASTER LETTER OF REPRESENTATION OF THE CORPORATION TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIMEINDENTURE.” (3) Subject 2.12.3 If the Debentures cease to be held and/or traded in the terms of any agreement between Depository’s Book-Based System, the Corporation Company covenants and CDS or agrees that it shall use reasonable efforts to make such other Depositary, beneficial holders of book entry arrangements that it determines are reasonable for the Debenture will have no right to receive definitive Debentures.

Book-Based System. (1a) In the event that all of the Outstanding Definitive Debentures will be issued as Book-Entry Only Debentures and will be represented by are registered in the Global Debentures name of “CDS & Co.”, the Trustee may issue, in replacement of the Definitive Debentures, one or more permanent global security certificates in the form of the certificate set out in Schedule 2.2 hereto together with the legend provided for in Section 2.07(2subsection (b) and section 2.20, as applicable (the “Global Debenture(s)”). The Global Debentures will Debenture(s) shall be held by, or on behalf of, the Depository as depository of the Participants in the Book-Based System and will shall be registered in the name of “CDS & Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). In the event that all of the Outstanding Debentures are registered in the name of “CDS & Co.”, no Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Issuer determines to terminate the Book-Entry Only Debentures. Where all of the Outstanding Definitive Debentures are represented by a Global Debenture, the Debentures represented thereby shall be deemed for the purposes hereof to have been issued as Book-Entry Only Debentures. (2b) The Global Debentures will Debenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: “UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN CDS CLEARING AND DEPOSITORY FOR SECURITIES LIMITED SERVICES INC. (“CDS”) TO [—] (THE CORPORATION “ISSUER”) OR THE TRUSTEE ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT ISSUED PURSUANT TO A MASTER LETTER OF REPRESENTATION REPRESENTATIONS OF THE CORPORATION ISSUER TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME.” (3) Subject to the terms of any agreement between the Corporation and CDS or other Depositary, beneficial holders of the Debenture will have no right to receive definitive Debentures.

Book-Based System. (1a) In the event that all of the Outstanding Definitive Debentures will be issued as Book-Entry Only Debentures and will be represented by are registered in the Global Debentures name of “CDS & Co.”, the Trustee may issue, in replacement of the Definitive Debentures, one or more permanent global security certificates in the form of the certificate set out in Schedule 2.2 hereto together with the legend provided for in Section 2.07(2subsection (b) and section 2.20, as applicable (the “Global Debenture(s)”). The Global Debentures will Debenture(s) shall be held by, or on behalf of, the Depository as depository of the Participants in the Book-Based System and will shall be registered in the name of “CDS & Co.” (or such other name as the Depository may use from time to time as its nominee for the purposes of the Book-Based System). In the event that all of the Outstanding Debentures are registered in the name of “CDS & Co.”, no Beneficial Holder will receive Definitive Debentures representing their beneficial ownership in Debentures unless the Issuer determines to terminate the Book-Entry Only Debentures. Where all of the Outstanding Definitive Debentures are represented by a Global Debenture, the Debentures represented thereby shall be deemed for the purposes hereof to have been issued as Book-Entry Only Debentures. (2b) The Global Debentures will Debenture(s) shall bear a legend in substantially the following form subject to modification as required by the Depository: “UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE CANADIAN CDS CLEARING AND DEPOSITORY FOR SECURITIES LIMITED SERVICES INC. (“CDS”) TO BLACKBERRY LIMITED (THE CORPORATION “ISSUER”) OR THE TRUSTEE ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO. ., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS AN INTEREST HEREIN. THIS CERTIFICATE IS SUBJECT ISSUED PURSUANT TO A MASTER LETTER OF REPRESENTATION REPRESENTATIONS OF THE CORPORATION ISSUER TO CDS, AS SUCH LETTER MAY BE REPLACED OR AMENDED FROM TIME TO TIME.” (3) Subject to the terms of any agreement between the Corporation and CDS or other Depositary, beneficial holders of the Debenture will have no right to receive definitive Debentures.