Common use of No Responsibility of Trustee Clause in Contracts

No Responsibility of Trustee. The Trustee and the Exchange Agent will not have any duty or responsibility to any Holder to determine whether any facts exist that require an adjustment of the Exchange Rate, or with respect to the nature or extent or calculation of any such adjustment when made, or with respect to the method employed in making the same. Neither the Trustee nor the Exchange Agent will be responsible for any failure of the Issuer or the Guarantor, as applicable, to deliver any amount of cash and/or number of Ordinary Shares, as applicable, upon the surrender of any Notes for the purpose of exchange or to comply with any of the duties, responsibilities or covenants of the Issuer contained in this Article 7. Without limiting the generality of the foregoing, neither the Trustee nor the Exchange Agent will be under any responsibility to determine the correctness of any provisions contained in any supplemental indenture entered into pursuant to Section 7.07 hereof, including with respect to the calculation of the amount of cash, the number of Units of Reference Property or the combination of cash and Units of Reference Property receivable by Holders upon the exchange of their Notes after any Merger Event, and each, subject to the provisions of Article 11 in the case of the Trustee, may accept as conclusive evidence of the correctness of any such provisions, and will be protected in relying upon, the Officer’s Certificate (which the Issuer or the Guarantor, as applicable, will be obligated to file with the Trustee prior to the execution of any such supplemental indenture) with respect thereto.

No Responsibility of Trustee. The Trustee and the Exchange Agent will not have any duty or responsibility to any Holder to determine whether any facts exist that require an adjustment of the Exchange Rate, or with respect to the nature or extent or calculation of any such adjustment when made, or with respect to the method employed in making the same. Neither the Trustee nor the Exchange Agent will be responsible for any failure of the Issuer or the Guarantor, as applicable, to deliver any amount of cash and/or number of Ordinary Shares, as applicable, ADSs (and cash for fractional shares of ADS) upon the surrender of any Notes for the purpose of exchange or to comply with any of the duties, responsibilities or covenants of the Issuer contained in this Article 7. Without limiting the generality of the foregoing, neither the Trustee nor the Exchange Agent will be under any responsibility to determine the correctness of any provisions contained in any supplemental indenture entered into pursuant to Section 7.07 hereof, including with respect to the calculation of the amount of cash, the number of Units of Reference Property or the combination of cash and Units of Reference Property receivable by Holders upon the exchange of their Notes after any Merger Event, and each, subject to the provisions of Article 11 in the case of the Trustee, may accept as conclusive evidence of the correctness of any such provisions, and will be protected in relying upon, the Officer’s Certificate (which the Issuer or the Guarantor, as applicable, will be obligated to file with the Trustee prior to the execution of any such supplemental indenture) with respect thereto.

No Responsibility of Trustee. The Trustee and the Exchange Agent will not have any duty or responsibility to any Holder to determine the Exchange Rate (or any adjustment thereto), whether any facts exist that require an adjustment of the Exchange Rate, or with respect to the nature or extent or calculation of any such adjustment when made, or with respect to the method employed in making the same. Neither the Trustee nor the Exchange Agent will be responsible for any failure of the Issuer or the Guarantor, as applicable, to deliver any amount of cash and/or number of Ordinary Shares, as applicable, upon the surrender of any Notes for the purpose of exchange or to comply with any of the duties, responsibilities or covenants of the Issuer contained in this Article 7. Without limiting the generality of the foregoing, neither the Trustee nor the Exchange Agent will be under any responsibility to determine the correctness of any provisions contained in any supplemental indenture entered into pursuant to Section 7.07 hereof, including with respect to the calculation of the amount of cash, the number of Units of Reference Property or the combination of cash and Units of Reference Property receivable by Holders upon the exchange of their Notes after any Merger Event, and each, subject to the provisions of Article 11 in the case of the Trustee, may accept as conclusive evidence of the correctness of any such provisions, and will be protected in relying upon, the Officer’s Certificate (which the Issuer or the Guarantor, as applicable, will be obligated to file with the Trustee prior to the execution of any such supplemental indenture) with respect thereto.

No Responsibility of Trustee. The Trustee and the Exchange Agent will not have any duty or responsibility to any Holder to determine whether any facts exist that require an adjustment of the Exchange Rate, or with respect to the nature or extent or calculation of any such adjustment when made, or with respect to the method employed in making the same. Neither the Trustee nor the Exchange Agent will be responsible for any failure of the Issuer or the Guarantor, as applicable, to deliver any amount of cash and/or number of Ordinary SharesADSs, as applicable, upon the surrender of any Notes for the purpose of exchange or to comply with any of the duties, responsibilities or covenants of the Issuer contained in this Article 7. Without limiting the generality of the foregoing, neither the Trustee nor the Exchange Agent will be under any responsibility to determine the correctness of any provisions contained in any supplemental indenture entered into pursuant to Section 7.07 hereof, including with respect to the calculation of the amount of cash, the number of Units of Reference Property or the combination of cash and Units of Reference Property receivable by Holders upon the exchange of their Notes after any Merger Event, and each, subject to the provisions of Article 11 in the case of the Trustee, may accept as conclusive evidence of the correctness of any such provisions, and will be protected in relying upon, the Officer’s Certificate (which the Issuer or the Guarantor, as applicable, will be obligated to file with the Trustee prior to the execution of any such supplemental indenture) with respect thereto.

No Responsibility of Trustee. The Trustee and the Exchange Agent will not have any duty or responsibility to any Holder to determine whether any facts exist that require an adjustment of the Exchange Rate, or with respect to the nature or extent or calculation of any such adjustment when made, or with respect to the method employed in making the same. Neither the Trustee nor the Exchange Agent will be responsible for any failure of the Issuer or the GuarantorParent, as applicable, to deliver any amount of cash and/or number of Ordinary Common Shares, as applicable, upon the surrender of any Notes for the purpose of exchange or to comply with any of the duties, responsibilities or covenants of the Issuer contained in this Article 7. Without limiting the generality of the foregoing, neither the Trustee nor the Exchange Agent will be under any responsibility to determine the correctness of any provisions contained in any supplemental indenture entered into pursuant to Section 7.07 hereof, including with respect to the calculation of the amount of cash, the number of Units of Reference Property or the combination of cash and Units of Reference Property receivable by Holders upon the exchange of their Notes after any Merger Event, and each, subject to the provisions of Article 11 in the case of the Trustee, may accept as conclusive evidence of the correctness of any such provisions, and will be protected in relying upon, the Officer’s Certificate (which the Issuer or the GuarantorParent, as applicable, will be obligated to file with the Trustee prior to the execution of any such supplemental indenture) with respect thereto.

No Responsibility of Trustee. The Trustee and the Exchange Conversion Agent will not have any duty or responsibility to any Holder to determine whether any facts exist that require an adjustment of the Exchange Conversion Rate, or with respect to the nature or extent or calculation of any such adjustment when made, or with respect to the method employed in making the same. Neither the Trustee nor the Exchange Conversion Agent will be responsible for any failure of the Issuer or the Guarantor, as applicable, Company to deliver the number of shares of Common Stock and any amount of cash and/or number in lieu of Ordinary Shares, as applicable, fractional shares of Common Stock due upon the surrender of any Notes for the purpose of exchange conversion or to comply with any of the duties, responsibilities or covenants of the Issuer Company contained in this Article 79. Without limiting the generality of the foregoing, neither the Trustee nor the Exchange Conversion Agent will be under any responsibility to determine the correctness of any provisions contained in any supplemental indenture entered into pursuant to Section 7.07 9.08 hereof, including with respect to the calculation of the amount of cash, cash and the number of Units of Reference Property or the combination of cash and Units of Reference Property Property, if any, receivable by Holders upon the exchange conversion of their Notes after any Merger Event, and each, subject to the provisions of Article 11 in the case of the Trustee6, may accept as conclusive evidence of the correctness of any such provisions, and will be protected in relying upon, the Officer’s Certificate (which the Issuer or the Guarantor, as applicable, Company will be obligated to file with the Trustee prior to the execution of any such supplemental indenture) with respect thereto.

No Responsibility of Trustee. The Trustee and the Exchange Conversion Agent will not have any duty or responsibility to any Holder to determine whether any facts exist that require an adjustment of the Exchange Conversion Rate, or with respect to the nature or extent or calculation of any such adjustment when made, or with respect to the method employed in making the same. Neither the Trustee nor the Exchange Conversion Agent will be responsible for any failure of the Issuer or the Guarantor, as applicable, Company to deliver the number of shares of Common Stock and any amount of cash and/or number in lieu of Ordinary Shares, as applicable, fractional shares of the Common Stock due upon the surrender of any Notes for the purpose of exchange conversion or to comply with any of the duties, responsibilities or covenants of the Issuer Company contained in this Article 710. Without limiting the generality of the foregoing, neither the Trustee nor the Exchange Conversion Agent will be under any responsibility to determine the correctness of any provisions contained in any supplemental indenture entered into pursuant to Section 7.07 10.08 hereof, including with respect to the calculation of the amount of cash, cash and the number of Units of Reference Property or the combination of cash and Units of Reference Property Property, if any, receivable by Holders upon the exchange conversion of their Notes after any Merger Event, and each, subject to the provisions of Article 11 in the case of the Trustee6, may accept as conclusive evidence of the correctness of any such provisions, and will be protected in relying upon, the Officer’s Officers' Certificate (which the Issuer or the Guarantor, as applicable, Company will be obligated to file with the Trustee prior to the execution of any such supplemental indenture) with respect thereto.