CDS & CO., or registered assigns, the principal sum of _______________________________________ CANADIAN DOLLARS (CAD_____________) on April 26, 2028 and to pay interest thereon (i) from April 23, 2024 (or from the most recent Fixed Rate Interest Payment Date to which interest has been paid or duly provided for) to, but excluding, April 26, 2027 (the “Fixed Rate Period”), semi-annually on each April 26 and October 26, commencing October 26, 2024 and ending April 26, 2027 (each, a “Fixed Rate Interest Payment Date”), at a rate equal to 5.083% per annum, and (ii) from, and including, April 26, 2027 (or from the most recent Floating Rate Interest Payment Date to which interest has been paid or duly provided for) to, but excluding, the date of Maturity (the “Floating Rate Period”), quarterly on each January 26, April 26, July 26 and October 26, commencing July 26, 2027 and ending on the date of Maturity (each, a “Floating Rate Interest Payment Date”), at a rate equal to Daily Compounded CORRA (Index) (as defined herein) plus 1.04% (the “Spread”), subject to a minimum interest rate of 0% per annum (the “Minimum Interest Rate”) and to modification as described under “Determination of Daily Compounded CORRA (Index)” below, until the principal hereof is paid or made available for payment. References herein to “Interest Payment Date” shall mean, as applicable, a Fixed Rate Interest Payment Date or a Floating Rate Interest Payment Date.
“Business Day” is a day, other than a Saturday or Sunday, that is neither a legal holiday nor a day on which banking institutions are authorized or required by law or regulation or executive order to close in Toronto, Ontario, Canada or New York, New York, United States.
An “Interest Period” means the period from, and including, an Interest Payment Date to, but excluding, the next succeeding Interest Payment Date, except for the initial Interest Period, which will be the period from April 23, 2024 to, but excluding, October 26, 2024.
As used herein with respect to the Floating Rate Period:
A “Bank of Canada Business Day” is a day that Schedule 1 banks under the Bank Act (Canada) are open for business in Toronto, Ontario, Canada, other than a Saturday or a Sunday or a public holiday in Toronto (or such revised regular publication calendar for CORRA, the CORRA Compounded Index or an Applicable CORRA Fallback Rate as may be adopted by the CORRA Reference Rate Administrator from time to time).
The “Calculation Agent” has not been appointed, but the Company will appoint a Calculation Agent prior to the commencement of the Floating Rate Period. An affiliate of the Company may be appointed the Calculation Agent. All references herein to “designee” shall mean the Calculation Agent appointed by the Company.
“CORRA” means, with respect to any Bank of Canada Business Day, a reference rate equal to the daily Canadian Overnight Repo Rate Average for that day, as published by the CORRA Reference Rate Administrator, on the website of the CORRA Reference Rate Administrator or any successor website on the immediately following Bank of Canada Business Day. As used herein, references to “compounded CORRA” mean Daily Compounded CORRA (as defined below).
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