Reliance by Rights Agent Clause Samples
The 'Reliance by Rights Agent' clause defines the extent to which the rights agent is permitted to rely on information, instructions, or documents provided by the parties involved in an agreement. Typically, this clause allows the rights agent to act in good faith based on written directions, certificates, or other communications received from authorized representatives, without the need for independent verification. Its core practical function is to protect the rights agent from liability when acting on information supplied by others, thereby facilitating efficient administration of rights or transactions while clarifying the agent's responsibilities and limits.
Reliance by Rights Agent. Whenever a payment for fractional Rights or fractional shares is to be made by the Rights Agent under any section of this Plan, the Company shall (i) promptly prepare and deliver to the Rights Agent a certificate setting forth in reasonable detail the facts related to such payments and the prices and formulas utilized in calculating such payments, and (ii) provide sufficient monies to the Rights Agent in the form of fully collected funds to make such payments. The Rights Agent shall be fully protected in relying upon such a certificate and shall have no duty with respect to, and shall not be deemed to have knowledge of, any payment for fractional Rights or fractional shares under any section of this Plan relating to the payment of fractional Rights or fractional shares unless and until the Rights Agent shall have received such a certificate and sufficient monies.