Book Entry Only Debentures Sample Clauses

Book Entry Only Debentures. (1) Reregistration of beneficial interests in and transfers of Debentures held by the Depository shall be made only through the book entry registration system and no Debenture Certificates shall be issued in respect of such Debentures except where physical certificates evidencing ownership in such securities are required or as set out herein or as may be requested by a Depository, as determined by the Corporation, from time to time. Except as provided in this Section 2.6, owners of beneficial interests in any CDS Global Debentures shall not be entitled to have Debentures registered in their names and shall not receive or be entitled to receive Debentures in definitive form or to have their names appear in the register referred to in Section 2.8 herein. (2) Notwithstanding any other provision in this Indenture, no CDS Global Debentures may be exchanged in whole or in part for Debentures registered, and no transfer of CDS Global Debentures in whole or in part may be registered, in the name of any person other than the Depository for such CDS Global Debentures 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 Book Entry Only Debentures 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 discharge properly its responsibilities as holder of the CDS Global Debentures 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 Debentures shall no longer be held as Book Entry Only Debentures through the Depository; (e) such right is required by Applicable Legislation, as determined by the Corporation and the Corporation’s Counsel; or (f) the Debenture is to be Authenticated to or for the account or benefit of a person in the United States that is a U.S. Accredited Investor (but not a QIB); following which Debentures for those holders requesting such shall be issued to the beneficial owners of such Debentures or their nominees as directed by the Depository. The Corporation shall provide a certificate of the Corporation giving notice to the Debenture Trustee of the occurrence of any event outlined in this Section 2.6(2). (3) Subject to the provision...