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 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 Share pursuant to ARTICLE 4, subject to Section 6.15 and with respect to the Exchange Right pursuant to ARTICLE 5, subject to Section 6.15, and with respect to the Automatic Exchange Right pursuant to ARTICLE 5, subject to Section 6.15. (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 or indemnified as aforesaid.
Appears in 4 contracts
Samples: Voting and Exchange Trust Agreement (U S Gold Corp), Voting and Exchange Trust Agreement (U S Gold Corp), Arrangement Agreement (U S Gold 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 at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security and 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 Share Acquiror Common Shares held by the Trustee pursuant to ARTICLE Article 4, subject to Section 6.15 and 6.15, with respect to the Exchange Right pursuant to ARTICLE Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Right Rights pursuant to ARTICLE Article 5, subject to Section 6.15.
(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 or indemnified as aforesaid.
Appears in 2 contracts
Samples: Arrangement Agreement (Gran Tierra Energy, Inc.), Voting and Exchange Trust Agreement (Gran Tierra Energy, 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 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 Share pursuant to ARTICLE 4Article 4 hereof, subject to Section 6.15 section 8.15, and with respect to the Exchange Right pursuant to ARTICLE 5Article 5 hereof, subject to Section 6.15section 8.15, and with respect to the Automatic Exchange Right Rights pursuant to ARTICLE 5, subject to Section 6.15.
(2) Article 5 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 security or and indemnified as aforesaid.
Appears in 2 contracts
Samples: Voting and Exchange Trust Agreement (Discreet Logic Inc), Voting and Exchange Trust Agreement (Autodesk 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 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 WSI Special Voting Share pursuant to ARTICLE Article 4, subject to Section 6.15 7.14, and with respect to the Exchange Right pursuant to ARTICLE Article 5, subject to Section 6.157.14, and with respect to the Automatic Exchange Right and the Exchange Put Right pursuant to ARTICLE Article 5, subject to Section 6.15.
(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 or and indemnified as aforesaid.
Appears in 2 contracts
Samples: Voting and Exchange Trust Agreement (Capital Environmental Resource Inc), Voting and Exchange Trust Agreement (Waste Services, 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 and 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 Acquiror Special Voting Share held by the Trustee pursuant to ARTICLE Article 4, subject to Section 6.15 and 6.15, with respect to the Exchange Right pursuant to ARTICLE Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Right Rights pursuant to ARTICLE Article 5, subject to Section 6.15.
(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 or indemnified as aforesaid.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Surge Global Energy, Inc.), Voting and Exchange Trust Agreement (Surge Global Energy, 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 and 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 Acquirer Special Voting Share held by the Trustee pursuant to ARTICLE Article 4, subject to Section 6.15 and 6.15, with respect to the Exchange Right pursuant to ARTICLE Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Right Rights pursuant to ARTICLE Article 5, subject to Section 6.15.
(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 or indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (Canwest Petroleum 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 at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security and 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 Parent Special Voting Share held by the Trustee pursuant to ARTICLE Article 4, subject to Section 6.15 and 6.14, with respect to the Exchange Right pursuant to ARTICLE Article 5, subject to Section 6.156.14, and with respect to the Rights upon Automatic Exchange Right pursuant to ARTICLE Article 5, subject to Section 6.15.
(2) 6.14. 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 or indemnified as aforesaid.
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 and 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 Share held by the Trustee pursuant to ARTICLE Article 4, subject to Section 6.15 and 6.15, with respect to the Exchange Put Right and the Exchange Right pursuant to ARTICLE Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Right Rights pursuant to ARTICLE Article 5, subject to Section 6.15.
(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 or indemnified as aforesaid.
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 agreement at the request, order or direction of any Beneficiary upon such Beneficiary furnishing to the Trustee reasonable funding, security 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 Share pursuant to ARTICLE Article 4, subject to Section 6.15 and with respect to the Exchange Right pursuant to ARTICLE Article 5, subject to Section 6.15, and with respect to the Automatic Exchange Right pursuant to ARTICLE Article 5, subject to Section 6.15.
(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 or and indemnified as aforesaid.
Appears in 1 contract
Samples: Voting and Exchange Trust Agreement (U S Gold Corp)