Common use of Final Prospectus Clause in Contracts

Final Prospectus. The Company has prepared and filed with the Commission an appointment of agent for service of process upon the Company on Form F-X in conjunction with the filing of the Registration Statement (the “Form F-X”). The Company has also caused the Trustee to prepare and file with the Commission a Statement of Eligibility under the Trust Indenture Act of 1939, as amended (the “1939 Act”) on Form T-1 (the “Form T-1”). All references in this Agreement to financial statements and schedules and other documents and information which is “contained,” “included” or “stated” (or other references of like import) in the Registration Statement, the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to mean and include all such financial statements and schedules and other documents and information which is incorporated by reference therein as of the date of such Registration Statement, U.S. Basic Prospectus, U.S. Preliminary Prospectus, U.S. Final Prospectus, Canadian Basic Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be. Any reference herein to the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, or the U.S. Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 4 of Form F-10 which were filed under the United States Securities Exchange Act of 1934, as amended (the “1934 Act”), on or before the issue date of such U.S. Basic Prospectus, U.S. Preliminary Prospectus or U.S. Final Prospectus and any reference to the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the documents incorporated or deemed to be incorporated by reference therein pursuant to Alberta Securities Laws on or before the date of such Canadian Basic Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be; and any reference herein to the terms “amend”, “amendment” or “supplement” with respect to the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the filing of any document under the 1934 Act or Alberta Securities Laws, as applicable, after the issue date of the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus, as the case may be, that purports to amend or supplement any such document.

Final Prospectus. The Company has prepared and filed with the Commission SEC an appointment of agent for service of process upon the Company on Form F-X in conjunction with the filing of the Registration Statement (the “Form F-X”). The Company has also caused the Trustee to prepare and file with the Commission SEC a Statement of Eligibility under the Trust Indenture Act of 1939, as amended (the “1939 Act”) and Qualification on Form T-1 (the “Form T-1”). All references in this Agreement to financial statements and schedules and other documents and information which is are “contained,” “included” or “stated” (or other references of like import) in the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to mean and include all such financial statements and schedules and other documents and information which is are incorporated by reference therein as of the date of such Registration Statement, U.S. Basic Base Prospectus, U.S. Preliminary Prospectus, U.S. Final Prospectus, Canadian Basic Base Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be. Any reference herein to the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, or the U.S. Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 4 of Form F-10 which were filed or furnished under the United States Securities Exchange Act of 1934, as amended (the “1934 Act”), on or before the Effective Date (as defined below) of the Registration Statement or the issue date of such U.S. Basic Base Prospectus, U.S. Preliminary Prospectus or U.S. Final Prospectus and any reference to the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the documents incorporated or deemed to be incorporated by reference therein pursuant to Alberta Ontario Securities Laws Law on or before the date of such Canadian Basic Base Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be; and any reference herein to the terms “amend”, “amendment” or “supplement” with respect to the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the filing of any document under the 1934 Exchange Act or Alberta Ontario Securities LawsLaw, as applicable, after the Effective Date of the Registration Statement or the issue date of the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus, as the case may be, that purports to amend or supplement any such document.

Final Prospectus. The Company has prepared and filed with the Commission SEC an appointment of agent for service of process upon the Company on Form F-X in conjunction with the filing of the Registration Statement (the “Form F-X”). The Company has also caused the Trustee to prepare and file with the Commission SEC a Statement of Eligibility under the Trust Indenture Act of 1939, as amended (the “1939 Act”) and Qualification on Form T-1 (the “Form T-1”). All references in this Agreement to financial statements and schedules and other documents and information which is are “contained,” “included” or “stated” (or other references of like import) in the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to mean and include all such financial statements and schedules and other documents and information which is are incorporated by reference therein as of the date of such Registration Statement, U.S. Basic Base Prospectus, U.S. Preliminary Prospectus, U.S. Final Prospectus, Canadian Basic Base Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be. Any reference herein to the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, or the U.S. Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 4 of Form F-10 which were filed or furnished under the United States Securities Exchange Act of 1934, as amended (the “1934 Act”), on or before the Effective Date (as defined herein) of the Registration Statement or the issue date of such U.S. Basic Base Prospectus, U.S. Preliminary Prospectus or U.S. Final Prospectus and any reference to the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the documents incorporated or deemed to be incorporated by reference therein pursuant to Alberta Ontario Securities Laws Law on or before the date of such Canadian Basic Base Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be; and any reference herein to the terms “amend”, “amendment” or “supplement” with respect to the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the filing of any document under the 1934 Exchange Act or Alberta Ontario Securities LawsLaw, as applicable, after the Effective Date of the Registration Statement or the issue date of the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus, as the case may be, that purports to amend or supplement any such document.

Final Prospectus. The Company has prepared and filed with the Commission SEC an appointment of agent for service of process upon the Company on Form F-X in conjunction with the filing of the Registration Statement (the “Form F-X”). The Company has also caused the Trustee to prepare and file with the Commission SEC a Statement of Eligibility under the Trust Indenture Act of 1939, as amended (the “1939 Act”) and Qualification on Form T-1 pertaining to the Indenture in conjunction with the filing of the Registration Statement (the “Form T-1”). All references in this Agreement to financial statements and schedules and other documents and information which is are “contained,” “included” or “stated” (or other references of like import) in the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to mean and include all such financial statements and schedules and other documents and information which is are incorporated by reference therein as of the date of such Registration Statement, U.S. Basic Base Prospectus, U.S. Preliminary Prospectus, U.S. Final Prospectus, Canadian Basic Base Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be. Any reference herein to the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, or the U.S. Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 4 of Form F-10 which were filed or furnished under the United States Securities Exchange Act of 1934, as amended (the “1934 Act”), on or before the Effective Date (as defined herein) of the Registration Statement or the issue date of such U.S. Basic Base Prospectus, U.S. Preliminary Prospectus or U.S. Final Prospectus and any reference to the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the documents incorporated or deemed to be incorporated by reference therein pursuant to Alberta Securities Laws Law on or before the date of such Canadian Basic Base Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be; and any reference herein to the terms “amend”, “amendment” or “supplement” with respect to the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the filing of any document under the 1934 Exchange Act or Alberta Securities LawsLaw, as applicable, after the Effective Date of the Registration Statement or the issue date of the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus, as the case may be, that purports to amend or supplement any such document.

Final Prospectus. The Company has prepared and filed with the Commission SEC an appointment of agent for service of process upon the Company on Form F-X in conjunction with the filing of the Registration Statement (the “Form F-X”). The Company has also caused the Trustee to prepare and file with the Commission SEC a Statement of Eligibility under the Trust Indenture Act of 1939, as amended (the “1939 Act”) and Qualification on Form T-1 (the “Form T-1”). All references in this Agreement to financial statements and schedules and other documents and information which is are “contained,” “included” or “stated” (or other references of like import) in the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to mean and include all such financial statements and schedules and other documents and information which is are incorporated by reference therein as of the date of such Registration Statement, U.S. Basic Base Prospectus, U.S. Preliminary Prospectus, U.S. Final Prospectus, Canadian Basic Base Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be. Any reference herein to the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, or the U.S. Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 4 of Form F-10 which were filed or furnished under the United States Securities Exchange Act of 1934, as amended (the “1934 Act”), on or before the Effective Date of the Registration Statement or the issue date of such U.S. Basic Base Prospectus, U.S. Preliminary Prospectus or U.S. Final Prospectus and any reference to the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the documents incorporated or deemed to be incorporated by reference therein pursuant to Alberta Ontario Securities Laws Law on or before the date of such Canadian Basic Base Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be; and any reference herein to the terms “amend”, “amendment” or “supplement” with respect to the Registration Statement, the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the filing of any document under the 1934 Exchange Act or Alberta Ontario Securities LawsLaw, as applicable, after the Effective Date of the Registration Statement or the issue date of the U.S. Basic Base Prospectus, any the U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Base Prospectus, any the Canadian Preliminary Prospectus or the Canadian Final Prospectus, as the case may be, that purports to amend or supplement any such document.

Final Prospectus. The Company has prepared and filed with the Commission SEC an appointment of agent for service of process upon the Company on Form F-X in conjunction with the filing of the Registration Statement (the “Form F-X”). The Company has also caused the Trustee to prepare and file with the Commission SEC a Statement of Eligibility under the Trust Indenture Act of 1939, as amended (the “1939 Act”) amended, on Form T-1 (the “Form T-1”). All references in this Agreement to financial statements and schedules and other documents and information which is “contained,” “included” or “stated” (or other references of like import) in the Registration Statement, the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to mean and include all such financial statements and schedules and other documents and information which is incorporated by reference therein as of the date of such Registration Statement, U.S. Basic Prospectus, U.S. Preliminary Prospectus, U.S. Final Prospectus, Canadian Basic Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be. Any reference herein to the Registration Statement, U.S. Basic Prospectus, any U.S. Preliminary Prospectus, or the U.S. Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 4 of Form F-10 which were filed under the United States Securities Exchange Act of 1934, as amended (the “1934 Act”), on or before the issue date of such U.S. Basic Prospectus, U.S. Preliminary Prospectus or U.S. Final Prospectus and any reference to the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the documents incorporated or deemed to be incorporated by reference therein pursuant to Alberta Securities Laws on or before the date of such Canadian Basic Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be; and any reference herein to the terms “amend”, “amendment” or “supplement” with respect to the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the filing of any document under the 1934 Exchange Act or Alberta Securities Laws, as applicable, after the issue date of the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus, as the case may be, that purports to amend or supplement any such document. The Company hereby confirms its engagement of BofA Securities, Inc. (“BofA”) as, and BofA hereby confirms its agreement with the Company to render services as, the “qualified independent underwriter,” within the meaning of Rule 5121 of the Financial Industry Regulatory Authority, Inc. (“FINRA”) with respect to the offering and sale of the Notes.

Final Prospectus. The Company has prepared and filed with the Commission an appointment of agent for service of process upon the Company on Form F-X in conjunction with the filing of the Registration Statement (the “Form F-X”). The Company has also caused the Trustee to prepare and file with the Commission a Statement of Eligibility under the Trust Indenture Act of 1939, as amended (the “1939 Act”) on Form T-1 (the “Form T-1”). All references in this Agreement to financial statements and schedules and other documents and information which is “contained,” “included” or “stated” (or other references of like import) in the Registration Statement, the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to mean and include all such financial statements and schedules and other documents and information which is incorporated by reference therein as of the date of such Registration Statement, U.S. Basic Prospectus, U.S. Preliminary Prospectus, U.S. Final Prospectus, Canadian Basic Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be. Any reference herein to the Registration Statement, U.S. Basic Prospectus, any U.S. Preliminary Prospectus, or the U.S. Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 4 of Form F-10 which were filed under the United States Securities Exchange Act of 1934, as amended (the “1934 Act”), on or before the issue date of such U.S. Basic Prospectus, U.S. Preliminary Prospectus or U.S. Final Prospectus and any reference to the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the documents incorporated or deemed to be incorporated by reference therein pursuant to Alberta Securities Laws on or before the date of such Canadian Basic Prospectus, Canadian Preliminary Prospectus or Canadian Final Prospectus, as the case may be; and any reference herein to the terms “amend”, “amendment” or “supplement” with respect to the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus shall be deemed to refer to and include the filing of any document under the 1934 Act or Alberta Securities Laws, as applicable, after the issue date of the U.S. Basic Prospectus, any U.S. Preliminary Prospectus, the U.S. Final Prospectus, the Canadian Basic Prospectus, any Canadian Preliminary Prospectus or the Canadian Final Prospectus, as the case may be, that purports to amend or supplement any such document.