Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights pursuant to Article 4, subject to Section 6.15, and with respect to the Exchange Rights pursuant to Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 10 contracts
Samples: Voting and Exchange Trust Agreement (SimplePons, Inc.), Voting and Exchange Trust Agreement (SimplePons, Inc.), Voting and Exchange Trust Agreement (Quinko-Tek International, Inc.)
Indemnification Prior to Certain Actions by Trustee. (1) The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the RG Special Voting Rights Share pursuant to Article 4, subject to Section 6.15, and with respect to the Automatic Exchange Rights Right and the Exchange Right pursuant to Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. .
(2) None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 3 contracts
Samples: Voting and Exchange Trust Agreement (Royal Gold Inc), Arrangement Agreement (Royal Gold Inc), Arrangement Agreement (International Royalty Corp)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary Holder upon such Beneficiary Holder's furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, ; provided that no Beneficiary Holder shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights Share pursuant to Article 44 hereof, subject to Section 6.157.15 hereof, and with respect to the Exchange Rights Put Right and the Exchange Right pursuant to Article 55 hereof, subject to Section 6.157.15 hereof, and with respect to the Automatic Exchange Rights pursuant to Article 55 hereof. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless funded, given funds, security and indemnified as aforesaid.
Appears in 3 contracts
Samples: Voting and Exchange Trust Agreement (Jaws Technologies Inc /Ny), Voting and Exchange Trust Agreement (Pri Automation Inc), Voting and Exchange Trust Agreement (Pri Automation Inc)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary Holder upon such Beneficiary Holder's furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, ; provided that no Beneficiary Holder shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights Share pursuant to Article 44 hereof, subject to Section 6.157.15 hereof, and with respect to the Exchange Rights Right pursuant to Article 55 hereof, subject to Section 6.157.15 hereof, and with respect to the Automatic Exchange Rights pursuant to Article 55 hereof. None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless funded, given funds, security and indemnified as aforesaid.
Appears in 3 contracts
Samples: Voting and Exchange Trust Agreement (Oil States International Inc), Combination Agreement (Oil States International Inc), Voting and Exchange Trust Agreement (Oil States International Inc)
Indemnification Prior to Certain Actions by Trustee. (1) The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Special Voting Rights Share pursuant to Article 4, subject to Section 6.15, and with respect to the Exchange Rights Right and the Automatic Exchange Right pursuant to Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. .
(2) None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 3 contracts
Samples: Voting and Exchange Trust Agreement (Akerna Corp.), Arrangement Agreement (Akerna Corp.), Arrangement Agreement (Vail Resorts Inc)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary Holder upon such Beneficiary Holder’s furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, ; provided that no Beneficiary Holder shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights Share pursuant to Article 44 hereof, subject to Section 6.157.15 hereof, and with respect to the Exchange Rights Put Right and the Exchange Right pursuant to Article 55 hereof, subject to Section 6.157.15 hereof, and with respect to the Automatic Exchange Rights pursuant to Article 55 hereof. None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless funded, given funds, security and indemnified as aforesaid.
Appears in 3 contracts
Samples: Voting and Exchange Trust Agreement (Rubincon Ventures Inc), Voting and Exchange Trust Agreement (Rubincon Ventures Inc), Voting and Exchange Trust Agreement (API Nanotronics Corp.)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Fenix Special Voting Rights Shares pursuant to Article 4, subject to Section section 6.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section section 6.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 2 contracts
Samples: Combination Agreement (Fenix Parts, Inc.), Combination Agreement (Fenix Parts, Inc.)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the LoJack Special Voting Rights Share pursuant to Article 4, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 2 contracts
Samples: Voting and Exchange Trust Agreement (Lojack Corp), Combination Agreement (Lojack Corp)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights Share pursuant to Article 4, subject to Section 6.157.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.157.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 2 contracts
Samples: Voting and Exchange Trust Agreement (Stifel Financial Corp), Voting and Exchange Trust Agreement (Thomas Weisel Partners Group, Inc.)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the share of Special Voting Rights Stock pursuant to Article 4, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 2 contracts
Samples: Transaction Agreement (Domtar CORP), Transaction Agreement (Weyerhaeuser Co)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement trust agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Special Voting Rights Share pursuant to Article 4, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement trust agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 2 contracts
Samples: Combination Agreement (Burlington Northern Santa Fe Corp), Combination Agreement (Burlington Northern Santa Fe Corp)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Coors Special Voting Rights Shares pursuant to Article 4, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 2 contracts
Samples: Combination Agreement (Coors Adolph Co), Combination Agreement (Coors Adolph Co)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary Holder upon such Beneficiary Holder's furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, ; provided that no Beneficiary Holder shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights Share pursuant to Article 44 hereof, subject to Section 6.157.15 hereof, and with respect to the Exchange Rights Put Right and the Exchange Right pursuant to Article 55 hereof, subject to Section 6.157.15 hereof, and with respect to the Automatic Exchange Rights pursuant to Article 55 hereof. None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless funded, given funds, security and indemnified as aforesaid.
Appears in 2 contracts
Samples: Voting and Exchange Trust Agreement (Jag Media Holdings Inc), Voting and Exchange Trust Agreement (Devon Energy Corp /Ok/)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Class B Special Voting Rights Share pursuant to Article 4, subject to Section 6.157.13, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.157.13, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 2 contracts
Samples: Voting and Exchange Trust Agreement (Emergency Medical Services CORP), Voting and Exchange Trust Agreement (STAT Healthcare, Inc.)
Indemnification Prior to Certain Actions by Trustee. (1) The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the RG Special Voting Rights Share pursuant to Article 4, subject to Section 6.15, and with respect to the Automatic Exchange Rights Right and the Exchange Right pursuant to Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. .
(2) None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.. 116 Table of Contents
Appears in 1 contract
Indemnification Prior to Certain Actions by Trustee. (1) The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the AMVESCAP Special Voting Rights Share pursuant to Article 4, subject to Section 6.15, and with respect to the Exchange Rights pursuant to Article 5, subject to Section 6.158.15, and with respect to the Automatic Exchange Right and the Automatic Exchange Rights on Liquidation pursuant to Article 5. .
(2) None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Amvescap PLC/London/)
Indemnification Prior to Certain Actions by Trustee. (1) The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the LCE Special Voting Rights Share pursuant to Article 4, subject to Section 6.157.15, and with respect to the Exchange Rights Right and the Automatic Exchange Right pursuant to Article 5, 5 and subject to Section 6.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. 7.15.
(2) None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Loews Cineplex Entertainment Corp)
Indemnification Prior to Certain Actions by Trustee. (1) The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the United Royale Special Voting Rights Share pursuant to Article 4, subject to Section 6.15, and with respect to the Exchange Rights pursuant to Article 5, subject to Section 6.156.12, and with respect to the Automatic Exchange Rights Right and the Exchange Right pursuant to Article 5. .
(2) None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability expenses or liability, financial or otherwise, in the exercise and performance of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (United Royale Holdings Corp.)
Indemnification Prior to Certain Actions by Trustee. (1) The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Special Voting Rights Share pursuant to Article 4, subject to Section 6.15, 6.15 and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Rights Right pursuant to Article 5. .
(2) None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (U S Gold Corp)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Merge Special Voting Rights Share pursuant to Article 4, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Merge Technologies Inc)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the NPS Special Voting Rights Share pursuant to Article 4, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary Non-Affiliated Holder upon such Beneficiary Non-Affiliated Holder furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which that may be incurred by the Trustee therein or thereby, provided that no Beneficiary Non-Affiliated Holder shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights Share pursuant to Article 4, subject to Section 6.15, 4 hereof and with respect to the Exchange Rights Right pursuant to Article 55 hereof, subject to Section 6.15, and with respect to the Automatic Exchange Rights pursuant to Article 5provisions of section 7.14 hereof. None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless fundedgiven funds, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting, Support and Exchange Trust Agreement (Voice Mobility International Inc)
Indemnification Prior to Certain Actions by Trustee. (1) The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Special Voting Rights Share pursuant to Article 4, subject to Section 6.157.15, and with respect to the Exchange Rights Right and the Automatic Exchange Right pursuant to Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. .
(2) None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (D-Wave Quantum Inc.)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary Holder upon such Beneficiary Holder's furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, ; provided that no Beneficiary Holder shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights pursuant to Article 43 hereof, subject to Section 6.155.15 hereof, and with respect to the Insolvency Exchange Rights Right pursuant to Article 54 hereof, subject to Section 6.155.15 hereof, and with respect to the Automatic Exchange Rights pursuant to Article 54 hereof. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless funded, given funds, security and indemnified as aforesaid.
Appears in 1 contract
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights Share pursuant to Article 44 hereof, subject to Section 6.15section 6.17 hereof and, and with respect to the Exchange Rights Right pursuant to Article 5, 2 subject to Section 6.156.17 hereof, and with respect to the Automatic Exchange Rights pursuant to Article 52. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless funded, given security and indemnified as aforesaidauthorities.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Photon Dynamics Inc)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement trust agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Source Special Voting Rights Share pursuant to Article 44 hereof, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 55 hereof, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 55 hereof. None of the provisions contained in this Agreement trust agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Source Media Inc)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary Holder upon such Beneficiary Holder furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses (including reasonable counsel fees) and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary Holder shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Special Voting Rights Share pursuant to Article 4, subject to Section 6.154 hereof, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.155 hereof, and with respect to the Automatic Exchange Rights pursuant to Article 55 hereof. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless funded, given funds, security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Transaction Systems Architects Inc)
Indemnification Prior to Certain Actions by Trustee. (1) The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee 107 reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Newmont Special Voting Rights Share pursuant to Article 4, subject to Section 6.15, and with respect to the Exchange Rights pursuant to Article 5, subject to Section 6.15(S)7.15, and with respect to the Automatic Exchange Right and the Automatic Exchange Rights on Liquidation pursuant to Article 5. .
(2) None of the provisions contained in this Agreement agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Weyerhaeuser Special Voting Rights Share pursuant to Article 4, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Weyerhaeuser Co)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement trust agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, funding security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights Share pursuant to Article 44 hereof, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 5, 5 hereof; subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 55 hereof. None of the provisions contained in this Agreement trust agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless funded, given funds, security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Learning Co Inc)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the ParentCo Special Voting Rights Share pursuant to Article 4, subject to Section 6.15section 7.15, and with respect to the Exchange Rights Right pursuant to Article 5, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 5. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Mymetics Corp)
Indemnification Prior to Certain Actions by Trustee. The Trustee shall exercise any or all of the rights, duties, powers or authorities vested in it by this Agreement trust agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security or and indemnity against the costs, expenses and liabilities which may be incurred by the Trustee therein or thereby, provided that no Beneficiary shall be obligated to furnish to the Trustee any such funding, security or indemnity in connection with the exercise by the Trustee of any of its rights, duties, powers and authorities with respect to the Voting Rights Share pursuant to Article 44 hereof, subject to Section 6.15section 7. l 5, and with respect to the Exchange Rights Right pursuant to Article 55 hereof, subject to Section 6.15section 7.15, and with respect to the Automatic Exchange Rights pursuant to Article 55 hereof. None of the provisions contained in this Agreement trust agreement shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the exercise of any of its rights, powers, duties, duties or authorities unless funded, given security and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Silicon Graphics Inc /Ca/)