Common use of Reliance Upon Declarations, Opinions, etc Clause in Contracts

Reliance Upon Declarations, Opinions, etc. In the exercise of its rights, duties and obligations hereunder the Indenture Trustee may, in the absence of bad faith on its part conclusively rely as to the truth of the statements and accuracy of the opinions expressed therein, upon statutory declarations, opinions, reports or certificates furnished pursuant to any covenant, condition or requirement of this Indenture or required by the Indenture Trustee to be furnished to it in the exercise of its rights and duties hereunder; in the case of any such declarations, opinions, reports or certificates which by any provision of this Indenture are specifically required to be furnished to the Indenture Trustee, the Indenture Trustee shall examine such statutory declarations, opinions, reports or certificates and determine that they comply with Section 10.6, if applicable, and with any other applicable requirements of this Indenture. The Indenture Trustee may nevertheless, in its sole discretion, require further proof in cases where it deems further proof desirable. Without restricting the foregoing, the Indenture Trustee may rely on an Opinion of Counsel notwithstanding that it is delivered by a solicitor or firm which acts as solicitors for Baytex. The Indenture Trustee shall have no obligation to ensure or verify compliance with any applicable laws or regulatory requirements on the issue or transfer of any Debt Securities provided such issue or transfer is effected in accordance with the terms of this Indenture. The Indenture Trustee shall be entitled to process all transfers and redemptions upon the presumption that such transfer and redemption is permissible pursuant to all applicable laws and regulatory requirements if such transfer and redemption is effected in accordance with the terms of this Indenture. The Indenture Trustee shall have no obligation, other than to confer with Baytex and its Counsel, to ensure that legends appearing on the Debt Securities comply with regulatory requirements or securities laws or any applicable jurisdiction.

Reliance Upon Declarations, Opinions, etc. In the exercise of its rights, duties and obligations hereunder the Indenture Debenture Trustee may, if acting in the absence of bad faith on its part conclusively rely good faith, rely, as to the truth of the statements and accuracy of the opinions expressed therein, upon statutory declarations, opinions, reports or certificates furnished pursuant to any covenant, condition or requirement of this Indenture or required by the Indenture Debenture Trustee to be furnished to it in the exercise of its rights and duties hereunder; in , if the case of any such declarations, opinions, reports or certificates which by any provision of this Indenture are specifically required to be furnished to the Indenture Trustee, the Indenture Debenture Trustee shall examine examines such statutory declarations, opinions, reports or certificates and determine determines that they comply with Section 10.615.5, if applicable, and with any other applicable requirements of this Indenture. The Indenture Debenture Trustee may nevertheless, in its sole discretion, require further proof in cases where it deems further proof desirable. Without restricting the foregoing, the Indenture Debenture Trustee may rely on an Opinion opinion of Counsel satisfactory to the Debenture Trustee notwithstanding that it is delivered by a solicitor or firm which acts as solicitors for Baytexthe Corporation. The Proof of the execution of an instrument in writing by any Debentureholder may be made by the certificate of a notary, solicitor or commissioner for oaths, or other officer with similar powers, that the person signing such instrument acknowledged to him the execution thereof, or by an affidavit of a witness to such execution or in any other manner which the Indenture Trustee may consider adequate and in respect of a corporate Debentureholder, shall have no obligation include a certificate of incumbency of such Debentureholder together with a certified resolution authorizing the person who signs such instrument to ensure or verify compliance with any applicable laws or regulatory requirements on the issue or transfer of any Debt Securities provided sign such issue or transfer is effected in accordance with the terms of this Indenture. The Indenture Trustee shall be entitled to process all transfers and redemptions upon the presumption that such transfer and redemption is permissible pursuant to all applicable laws and regulatory requirements if such transfer and redemption is effected in accordance with the terms of this Indenture. The Indenture Trustee shall have no obligation, other than to confer with Baytex and its Counsel, to ensure that legends appearing on the Debt Securities comply with regulatory requirements or securities laws or any applicable jurisdictioninstrument.

Reliance Upon Declarations, Opinions, etc. In the exercise of its rights, duties and obligations hereunder the Indenture Debenture Trustee may, if acting in the absence of bad faith on its part conclusively rely good faith, rely, as to the truth of the statements and accuracy of the opinions expressed therein, upon statutory declarations, opinions, reports or certificates furnished pursuant to any covenant, condition or requirement of this Indenture or required by the Indenture Debenture Trustee to be furnished to it in the exercise of its rights and duties hereunder; in , if the case of any such declarations, opinions, reports or certificates which by any provision of this Indenture are specifically required to be furnished to the Indenture Trustee, the Indenture Debenture Trustee shall examine examines such statutory declarations, opinions, reports or certificates and determine determines that they comply with Section 10.612.5, if applicable, and with any other applicable requirements of this Indenture. The Indenture Debenture Trustee may nevertheless, in its sole discretion, require further proof in cases where it deems further proof desirable. Without restricting the foregoing, the Indenture Debenture Trustee may rely on an Opinion opinion of Counsel satisfactory o the Debenture Trustee notwithstanding that it is delivered by a solicitor or firm which acts as solicitors for Baytexthe Corporation. The Indenture Debenture Trustee shall have no obligation to ensure or verify compliance with any applicable laws or regulatory requirements on the issue or transfer of any Debt Securities Debentures or Common Shares provided such issue or transfer is effected in accordance with the terms of this Indenture. The Indenture Debenture Trustee shall be entitled to process all transfers transfers, redemptions and redemptions conversions upon the presumption that such transfer and transfer, redemption or conversion is permissible pursuant to all applicable laws and regulatory requirements if such transfer and transfer, redemption or conversion is effected in accordance with the terms of this Indenture. The Indenture Debenture Trustee shall have no obligation, other than to confer with Baytex and its Counsel, obligation to ensure that legends appearing on the Debt Securities Debentures or Common Shares comply with regulatory requirements or securities laws or of any applicable jurisdiction.

Reliance Upon Declarations, Opinions, etc. In the exercise of its rights, duties and obligations hereunder the Indenture Trustee may, if acting in the absence of bad faith on its part conclusively rely good faith, rely, as to the truth of the statements and accuracy of the opinions expressed therein, upon statutory declarations, opinions, reports or certificates furnished pursuant to any covenant, condition or requirement of this Indenture or required by the Indenture Trustee to be furnished to it in the exercise of its rights and duties hereunder; in the case of any such declarations, opinions, reports or certificates which by any provision of this Indenture are specifically required to be furnished to the Indenture Trustee, if the Indenture Trustee shall examine examines such statutory declarations, opinions, reports or certificates and determine determines that they comply with Section 10.611.5, if applicable, and with any other applicable requirements of this Indenture. The Indenture Trustee may nevertheless, in its sole discretion, require further proof in cases where it deems further proof desirable. Without restricting the foregoing, the Indenture Trustee may rely on an Opinion opinion of Counsel satisfactory to the Indenture Trustee notwithstanding that it is delivered by a solicitor or firm which acts as solicitors for Baytexthe Trust. The Indenture Trustee shall have no obligation to ensure or verify compliance with any applicable laws or regulatory requirements on the issue or transfer of any Debt Securities provided such issue or transfer is effected in accordance with the terms of this Indenture. The Indenture Trustee shall be entitled to process all transfers and redemptions upon the presumption that such transfer and redemption is permissible pursuant to all applicable laws and regulatory requirements if such transfer and redemption is effected in accordance with the terms of this Indenture. The Indenture Trustee shall have no obligation, other than to confer with Baytex the Trust and its Counsel, to ensure that legends appearing on the Debt Securities comply with regulatory requirements or securities laws or any applicable jurisdiction.

Reliance Upon Declarations, Opinions, etc. In the exercise of its rights, duties and obligations hereunder the Indenture Debenture Trustee may, if acting in the absence of bad faith on its part conclusively rely good faith, rely, as to the truth of the statements and accuracy of the opinions expressed therein, upon statutory declarations, opinions, reports or certificates furnished pursuant to any covenant, condition or requirement of this Indenture or required by the Indenture Debenture Trustee to be furnished to it in the exercise of its rights and duties hereunder; in , if the case of any such declarations, opinions, reports or certificates which by any provision of this Indenture are specifically required to be furnished to the Indenture Trustee, the Indenture Debenture Trustee shall examine examines such statutory declarations, opinions, reports or certificates and determine determines that they comply with Section 10.614.5, if applicable, and with any other applicable requirements of this Indenture. The Indenture Debenture Trustee may nevertheless, in its sole discretion, require further proof in cases where it deems further proof desirable. Without restricting the foregoing, the Indenture Debenture Trustee may rely on an Opinion opinion of Counsel satisfactory to the Debenture Trustee notwithstanding that it is delivered by a solicitor or firm which acts as solicitors for Baytexthe Company. The Indenture Debenture Trustee shall have no obligation to ensure or verify compliance with any applicable laws or regulatory requirements on the issue or transfer of any Debt Securities Debentures or Shares provided such issue or transfer is effected in accordance with the terms of this Indenture. The Indenture Debenture Trustee shall be entitled to process all transfers transfers, redemptions and redemptions conversions upon the presumption that such transfer and transfer, redemption or conversion is permissible pursuant to all applicable laws and regulatory requirements if such transfer and transfer, redemption or conversion is effected in accordance with the terms of this Indenture. The Indenture Debenture Trustee shall have no obligation, other than to confer with Baytex and its Counsel, obligation to ensure that legends appearing on the Debt Securities Debentures or Shares comply with regulatory requirements or securities laws or of any applicable jurisdiction.

Reliance Upon Declarations, Opinions, etc. In the exercise of its rights, duties and obligations hereunder the Indenture Debenture Trustee may, if acting in the absence of bad faith on its part conclusively rely good faith, rely, as to the truth of the statements and accuracy of the opinions expressed therein, upon statutory declarations, opinions, reports or certificates furnished pursuant to any covenant, condition or requirement of this Indenture or required by the Indenture Debenture Trustee to be furnished to it in the exercise of its rights and duties hereunder; in , if the case of any such declarations, opinions, reports or certificates which by any provision of this Indenture are specifically required to be furnished to the Indenture Trustee, the Indenture Debenture Trustee shall examine examines such statutory declarations, opinions, reports or certificates and determine determines that they comply with Section 10.615.5, if applicable, and with any other applicable requirements of this Indenture. The Indenture Debenture Trustee may nevertheless, in its sole discretion, require further proof in cases where it deems further proof desirable. Without restricting the foregoing, the Indenture Debenture Trustee may rely on an Opinion opinion of Counsel satisfactory to the Debenture Trustee notwithstanding that it is delivered by a solicitor or firm which acts as solicitors for Baytexthe Trust. The Indenture Debenture Trustee shall have no obligation to ensure or verify compliance with any applicable laws or regulatory requirements on the issue or transfer of any Debt Securities Debentures or Trust Units provided such issue or transfer is effected in accordance with the terms of this Indenture. The Indenture Debenture Trustee shall be entitled to process all transfers transfers, redemptions and redemptions conversions upon the presumption that such transfer and transfer, redemption or conversion is permissible pursuant to all applicable laws and regulatory requirements if such transfer and transfer, redemption or conversion is effected in accordance with the terms of this Indenture. The Indenture Debenture Trustee shall have no obligation, other than to confer with Baytex the Trust and its Counsel, to ensure that legends appearing on the Debt Securities Debentures or Trust Units comply with regulatory requirements or securities laws or of any applicable jurisdiction.

Reliance Upon Declarations, Opinions, etc. (a) In the exercise of its rights, duties and obligations hereunder the Indenture Trustee may, if acting in the absence of bad good faith on its part conclusively rely and subject to Section 12.7, rely, as to the truth of the statements and accuracy of the opinions expressed therein, upon statutory declarations, opinions, reports or certificates furnished pursuant to any covenant, condition or requirement of this Indenture or required by the Indenture Trustee to be furnished to it in the exercise of its rights and duties hereunder; in , if the case of any such declarations, opinions, reports or certificates which by any provision of this Indenture are specifically required to be furnished to the Indenture Trustee, the Indenture Trustee shall examine examines such statutory declarations, opinions, reports or certificates and determine determines that they comply with Section 10.612.5, if applicable, and with any other applicable requirements of this Indenture. The Indenture Trustee may nevertheless, in its sole discretion, require further proof in cases where it deems further proof desirable. Without restricting the foregoing, the Indenture Trustee may rely on an Opinion of Counsel satisfactory to the Trustee notwithstanding that it is delivered by a solicitor or firm which acts as solicitors for Baytexthe Issuer. (b) The Indenture Trustee shall have no obligation to ensure or verify compliance with any applicable laws Applicable Law or regulatory requirements on the issue or transfer of any Debt Securities Notes provided such issue or transfer is effected in accordance with the terms of this Indenture. The Indenture Trustee shall be entitled to process all transfers and redemptions upon the presumption that such transfer and redemption is permissible pursuant to all applicable laws Applicable Law and regulatory requirements if such transfer and redemption is effected in accordance with the terms of this Indenture. The Indenture Trustee shall have no obligation, other than to confer with Baytex the Issuer and its Counsel, to ensure that legends appearing on the Debt Securities Notes comply with regulatory requirements or securities laws or of any applicable jurisdiction.. 12.5