Common use of Protection of Warrant Agent Clause in Contracts

Protection of Warrant Agent. Except as provided in Section 9.2, the Warrant Agent: (a) shall be entitled to act and rely on any adjustment calculation of the directors or the Corporation’s Auditors; (b) shall not at any time be under any duty or responsibility to any Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Section 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; (c) shall not 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; (d) shall not be responsible for any failure of the Corporation to issue, transfer or deliver Common 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; and (e) shall not incur any liability or responsibility whatever 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.

Appears in 2 contracts

Samples: Warrant Indenture, Warrant Indenture

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Protection of Warrant Agent. Except as provided in Section 9.2, the The Warrant AgentAgent shall: (a) shall be entitled to act and rely on any adjustment calculation of the directors Corporation or the Corporation’s Auditorsauditors; (b) shall not at any time be under any duty or responsibility to any Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Section 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; (c) shall not 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; (d) shall not be responsible for any failure of the Corporation to issue, transfer or deliver Common 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; and (e) shall not incur any liability or responsibility whatever 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.

Appears in 1 contract

Samples: Warrant Indenture

Protection of Warrant Agent. Except as provided in Section 9.2, the Warrant Agent: : (a) shall be entitled to act and rely on any adjustment calculation of the directors Corporation or the Corporation’s 's Auditors; ; (b) shall not at any time be under any duty or responsibility to any Registered Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Section 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; ; (c) shall not 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; ; (d) shall not be responsible for any failure of the Corporation to issue, transfer or deliver Common 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 ArticleArticle 4; and and (e) shall not incur any liability or responsibility whatever 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 Corporationcontained.

Appears in 1 contract

Samples: Warrant Indenture (Cenovus Energy Inc.)

Protection of Warrant Agent. Except as provided in Section 9.2, the Warrant Agent:Agent shall not (a) shall be entitled to act and rely on any adjustment calculation of the directors or the Corporation’s Auditors; (b) shall not at any time be under any duty or responsibility to any Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Section 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) at any time be under any duty or responsibility to any Warrantholder to determine or confirm the Warrant Expiry Time contemplated by Section 1.1(bb)(ii); (c) shall not 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; (d) shall not be responsible for any failure of the Corporation to issue, transfer or deliver Common 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; and (e) shall not incur any liability or responsibility whatever 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.

Appears in 1 contract

Samples: Warrant Indenture

Protection of Warrant Agent. Except as provided in Section 9.2, the The Warrant AgentAgent shall not: (a) shall be entitled The Warrant Agent may rely upon certificates and other documents filed by the Corporation pursuant to act and rely on any adjustment calculation this Articles for all purposes of the directors or the Corporation’s Auditorsadjustment; (b) shall not at any time be under any duty or responsibility to any Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Section 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; (c) shall not 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; (d) shall not be responsible for any failure of the Corporation to issue, transfer or deliver Common 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; and; (e) shall not incur any liability or responsibility whatever 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 (f) If a dispute shall at any time arise with respect to adjustments of the exercise price, the dispute shall be conclusively determined by the Corporation’s auditors or if they are unable or unwilling to act, by such firm of independent chartered accountants as may be selected by the directors and any such determination shall, absent manifest error, be binding upon the Corporation, the Warrant Agent and the Warrantholders.

Appears in 1 contract

Samples: Warrant Indenture

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Protection of Warrant Agent. Except as provided in Section 9.2, the Warrant Agent: (a) shall be entitled to act and rely on any adjustment calculation of the directors Corporation or the Corporation’s 's Auditors; (b) shall not at any time be under any duty or responsibility to any Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Section 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; (c) shall not 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; (d) shall not be responsible for any failure of the Corporation to issue, transfer or deliver Common 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 ArticleArticle 4; and (e) shall not incur any liability or responsibility whatever 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 Corporationcontained.

Appears in 1 contract

Samples: Supplemental Warrant Indenture (Gran Tierra Energy, Inc.)

Protection of Warrant Agent. Except as provided in Section 9.2, the Warrant Agent: (a) shall be entitled to act and rely on any adjustment calculation of the directors or the Corporation’s Auditors; (b) shall not at any time be under any duty or responsibility to any Warrantholder to determine whether any facts exist which may require any adjustment contemplated by Section 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; (c) shall not 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; (d) shall not be responsible for any failure of the Corporation to issue, transfer or deliver Common 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 ArticleArticle 4; and (e) shall not incur any liability or responsibility whatever 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.

Appears in 1 contract

Samples: Warrant Indenture

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