Protection of Warrant Agent. (1) The Warrant Agent shall not: (a) at any time be under any duty or responsibility to any Holder to determine whether any facts exist which may require any adjustment contemplated by Article 4, or with respect to the nature or extent of any such adjustment when made, or with respect to the method employed in making the same; (b) be accountable with respect to the validity or value (or the kind or amount) of any Shares or any shares or other securities or property which may at any time be issued or delivered upon the exercise of the rights attaching to any Warrant; (c) be responsible for any failure of the Corporation to issue, transfer or deliver Shares or certificates for the same upon the surrender of any Warrants for the purpose of the exercise of such rights or to comply with any of the covenants contained in this Article 4; (d) incur any liability or responsibility whatsoever or be in any way responsible for the consequences of any breach on the part of the Corporation of any of the representations, warranties or covenants herein contained or of any acts of the directors, officers, employees, agents or servants of the Corporation; and (2) The Warrant Agent shall be entitled to act and rely upon the certificates or adjustment calculations of the Corporation and the auditor of the Corporation and any other documents filed by the Corporation pursuant to Section 4.9, without verification or liability.
Appears in 6 contracts
Samples: Warrant Agency Agreement (Ayr Wellness Inc.), Warrant Agency Agreement, Warrant Agency Agreement
Protection of Warrant Agent. (1) The Warrant Agent shall not:
(a) at any time be under any duty or responsibility to any Holder to determine whether any facts exist which may require any adjustment contemplated by Article 4, or with respect to the nature or extent of any such adjustment when made, or with respect to the method employed in making the same;
(b) be accountable with respect to the validity or value (or the kind or amount) of any Shares or any shares or other securities or property which may at any time be issued or delivered upon the exercise of the rights attaching to any Warrant;
(c) be responsible for any failure of the Corporation to issue, transfer or deliver Shares or certificates for the same upon the surrender of any Warrants for the purpose of the exercise of such rights or to comply with any of the covenants contained in this Article 4;; or
(d) incur any liability or responsibility whatsoever or be in any way responsible for the consequences of any breach on the part of the Corporation of any of the representations, warranties or covenants herein contained or of any acts of the directors, officers, employees, agents or servants of the Corporation; and.
(2) The Warrant Agent shall be entitled to act and rely upon the certificates or adjustment calculations of the Corporation and the auditor of the Corporation Corporation’s Auditors and any other documents filed by the Corporation pursuant to Section 4.9, without verification or liability.
Appears in 3 contracts
Samples: Warrant Agency Agreement (TPCO Holding Corp.), Warrant Agency Agreement (Bespoke Capital Acquisition Corp), Warrant Agency Agreement
Protection of Warrant Agent. (1) The Warrant Agent shall not:
(a) at any time be under any duty or responsibility to any Holder Registered Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Article 4Section 4.1, or with respect to the nature or extent of any such adjustment when made, or with respect to the method employed in making the same;
(b) be accountable with respect to the validity or value (or the kind or amount) of any Warrant Shares or of any shares or other securities or property which may at any time be issued or delivered upon the exercise of the rights attaching to any Warrant;
(c) be responsible for any failure of the Corporation to issue, transfer or deliver Warrant Shares or certificates for the same upon the surrender of any Warrants for the purpose of the exercise of such rights or to comply with any of the covenants contained in this Article 4;; and
(d) incur any liability or responsibility whatsoever or be in any way responsible for the consequences of any breach on the part of the Corporation of any of the representations, warranties or covenants herein contained or of any acts of the directors, officers, employees, agents or servants of the Corporation; and
(2) The Warrant Agent shall be entitled to act and rely upon the certificates or adjustment calculations of the Corporation and the auditor of the Corporation and any other documents filed by the Corporation pursuant to Section 4.9, without verification or liability.
Appears in 3 contracts
Samples: Warrant Indenture (Vizsla Silver Corp.), Warrant Indenture (Vizsla Silver Corp.), Warrant Indenture
Protection of Warrant Agent. (1) The Warrant Agent shall not:
(a) at any time be under any duty or responsibility to any Holder Registered Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Article 4Section 4.1, or with respect to the nature or extent of any such adjustment when made, or with respect to the method employed in making the same;
(b) be accountable with respect to the validity or value (or the kind or amount) of any Common Shares or of any shares or other securities or property which may at any time be issued or delivered upon the exercise of the rights attaching to any Warrant;
(c) be responsible for any failure of the Corporation to issue, transfer or deliver Common Shares or certificates for the same representing Common Shares upon the surrender of any Warrants for the purpose of the exercise of such rights or to comply with any of the covenants contained in this Article 4;; and
(d) incur any liability or responsibility whatsoever or be in any way responsible for the consequences of any breach on the part of the Corporation of any of the representations, warranties or covenants herein contained or of any acts of the directors, officers, employees, agents or servants of the Corporation; and
(2) The Warrant Agent shall be entitled to act and rely upon the certificates or adjustment calculations of the Corporation and the auditor of the Corporation and any other documents filed by the Corporation pursuant to Section 4.9, without verification or liability.
Appears in 1 contract
Samples: Warrant Indenture
Protection of Warrant Agent. (1) The Warrant Agent shall not:
(a) at any time be under any duty or responsibility to any Holder Registered Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Article 4Section 4.1, or with respect to the nature or extent of any such adjustment when made, or with respect to the method employed in making the same;
(b) be accountable with respect to the validity or value (or the kind or amount) of any Ordinary Shares or of any shares or other securities or property which may at any time be issued or delivered upon the exercise of the rights attaching to any Warrant;
(c) be responsible for any failure of the Corporation to issue, transfer or deliver Ordinary Shares or certificates for the same upon the surrender of any Warrants for the purpose of the exercise of such rights or to comply with any of the covenants contained in this Article 4;; and
(d) incur any liability or responsibility whatsoever or be in any way responsible for the consequences of any breach on the part of the Corporation of any of the representations, warranties or covenants herein contained or of any acts of the directors, officers, employees, agents or servants of the Corporation; and
(2) The Warrant Agent shall be entitled to act and rely upon the certificates or adjustment calculations of the Corporation and the auditor of the Corporation and any other documents filed by the Corporation pursuant to Section 4.9, without verification or liability.
Appears in 1 contract
Samples: Warrant Indenture
Protection of Warrant Agent. (1) The Warrant Agent shall not:not:
(a) at any time be under any duty or responsibility to any Holder Registered Warrantholder to determine whether whether any facts exist which may require any adjustment contemplated by Article 4Section 4.1, or or with respect to the nature or extent of any such adjustment when made, or with respect respect to the method employed in making the same;same;
(b) be accountable with respect to the validity or value (or the kind or amount) of any Warrant Shares or or of any shares or other securities or property which may at any time be issued or delivered upon the the exercise of the rights attaching to any Warrant;Warrant;
(c) be responsible for any failure of the Corporation to issue, transfer or deliver Warrant Shares or certificates certificates for the same upon the surrender of any Warrants for the purpose of the exercise exercise of such rights or to comply with any of the covenants contained in this Article 4;; and
(d) incur any liability or responsibility whatsoever or be in any way responsible for the consequences of any breach on the part of the the Corporation of any of the representations, warranties or covenants herein contained or or of any acts of the directors, officers, employees, agents or servants of the Corporation; and
(2) The Warrant Agent shall be entitled to act and rely upon the certificates or adjustment calculations of the Corporation and the auditor of the Corporation and any other documents filed by the Corporation pursuant to Section 4.9, without verification or liability.Corporation.
Appears in 1 contract
Protection of Warrant Agent. (1) The Warrant Agent shall not:
(a) at any time be under any duty or responsibility to any Holder to determine whether any facts exist which may require any adjustment contemplated by Article 45, or with respect to the nature or extent of any such adjustment when made, or with respect to the method employed in making the same;
(b) be accountable with respect to the validity or value (or the kind or amount) of any Shares or any shares or other securities or property which may at any time be issued or delivered upon the exercise of the rights attaching to any Warrant;
(c) be responsible for any failure of the Corporation to issue, transfer or deliver Shares or certificates for the same upon the surrender of any Warrants for the purpose of the exercise of such rights or to comply with any of the covenants contained in this Article 4;5; or
(d) incur any liability or responsibility whatsoever or be in any way responsible for the consequences of any breach on the part of the Corporation of any of the representations, warranties or covenants herein contained or of any acts of the directors, officers, employees, agents or servants of the Corporation; and.
(2) The Warrant Agent shall be entitled to act and rely upon the certificates or adjustment calculations of the Corporation and the auditor of the Corporation Corporation’s Auditors and any other documents filed by the Corporation pursuant to Section 4.95.9, without verification or liability.
Appears in 1 contract