Common use of Responsibility of Trustee for Conversion Provisions Clause in Contracts

Responsibility of Trustee for Conversion Provisions. The Trustee, subject to the provisions of Section 5.1 hereof, and the Paying and Conversion Agent shall not at any time be under any duty or responsibility to any Holder of Notes to determine whether any facts exist which may require any adjustment of the Conversion Price, or with respect to the nature or intent of any such adjustments when made, or with respect to the method employed, or herein or in any supplemental indenture provided to be employed, in making the same. Neither the Trustee, subject to the provisions of Section 5.1 hereof, nor the Paying and Conversion Agent shall be accountable with respect to the validity or value (of the kind or amount) of any Shares, or of any other securities or property, which may at any time be issued or delivered upon the conversion of any Note; and it or they do not make any representation with respect thereto. Neither the Trustee, subject to the provisions of Section 5.1 hereof, nor the Paying and Conversion Agent shall be responsible for any failure of the Issuer to make any cash payment or to issue, transfer or deliver any shares of stock or share certificates or other securities or property upon the surrender of any Note for the purpose of conversion; and the Trustee, subject to the provisions of Section 5.1 hereof, and the Paying and Conversion Agent shall not be responsible or liable for any failure of the Issuer to comply with any of the covenants of the Issuer contained in this Article 11.

Responsibility of Trustee for Conversion Provisions. The Trustee, subject to the provisions of Section 5.1 hereof5.1, and the Paying and any Conversion Agent shall not at any time be under any duty or responsibility to any Holder of Notes Securities to determine whether any facts exist which may require any adjustment of the Conversion PriceRate or to determine the Conversion Rate, or with respect to the nature or intent of any such adjustments when made, or with respect to the method employed, or herein or in any supplemental indenture provided to be employed, in making the same. Neither the Trustee, subject to the provisions of Section 5.1 hereof5.1, nor the Paying and any Conversion Agent shall be accountable with respect to the validity or value (of the kind or amount) of any SharesCommon Stock, or of any other securities or property, which may at any time be issued or delivered upon the conversion of any NoteSecurity; and it or they do not make any representation with respect thereto. Neither the Trustee, subject to the provisions of Section 5.1 hereof5.1, nor the Paying and any Conversion Agent shall be responsible for any failure of the Issuer Company to make any cash payment or to issue, transfer or deliver any shares of stock or share certificates or other securities or property upon the surrender of any Note Security for the purpose of conversion; and the Trustee, subject to the provisions of Section 5.1 hereof5.1, and the Paying and any Conversion Agent shall not be responsible or liable for any failure of the Issuer Company to comply with any of the covenants of the Issuer Company contained in this Article 11Article.

Responsibility of Trustee for Conversion Provisions. The Trustee, subject to the provisions of Section 5.1 7.01 hereof, and the Paying and any Conversion Agent shall not at any time be under any duty or responsibility to any Holder of Notes to determine whether any facts exist which may require any adjustment of the Conversion PriceRate, or with respect to the nature or intent of any such adjustments when made, or with respect to the method employed, or herein or in any supplemental indenture provided to be employed, in making the same. Neither the Trustee, subject to the provisions of Section 5.1 7.01 hereof, nor the Paying and any Conversion Agent shall be accountable with respect to the validity or value (of the kind or amount) of any Common Shares, or of any other securities or property, which may at any time be issued or delivered upon the conversion of any Note; and it or they do not make any representation with respect thereto. Neither the Trustee, subject to the provisions of Section 5.1 7.01 hereof, nor the Paying and any Conversion Agent shall be responsible for any failure of the Issuer Company to make any cash payment or to issue, transfer or deliver any shares of stock or share certificates or other securities or property upon the surrender of any Note for the purpose of conversion; and the Trustee, subject to the provisions of Section 5.1 7.01 hereof, and the Paying and any Conversion Agent shall not be responsible or liable for any failure of the Issuer Company to comply with any of the covenants of the Issuer Company contained in this Article 11Article.

Responsibility of Trustee for Conversion Provisions. The Trustee, subject to the provisions of Section 5.1 7.01 hereof, and the Paying and any Conversion Agent shall not at any time be under any duty or responsibility to any Holder of Notes to determine whether any facts exist which may require any adjustment of the Conversion Price, or with respect to the nature or intent of any such adjustments when made, or with respect to the method employed, or herein or in any supplemental indenture provided to be employed, in making the same. Neither the Trustee, subject to the provisions of Section 5.1 7.01 hereof, nor the Paying and any Conversion Agent shall be accountable with respect to the validity or value (of the kind or amount) of any SharesCommon Stock, or of any other securities or property, which may at any time be issued or delivered upon the conversion of any Note; and it or they do not make any representation with respect thereto. Neither the Trustee, subject to the provisions of Section 5.1 7.01 hereof, nor the Paying and any Conversion Agent shall be responsible for any failure of the Issuer Company to make any cash payment or to issue, transfer or deliver any shares of stock or share certificates or other securities or property upon the surrender of any Note for the purpose of conversion; and the Trustee, subject to the provisions of Section 5.1 7.01 hereof, and the Paying and any Conversion Agent shall not be -74- responsible or liable for any failure of the Issuer Company to comply with any of the covenants of the Issuer Company contained in this Article 11Article.

Responsibility of Trustee for Conversion Provisions. The Trustee, subject to the provisions of Section 5.1 hereof7.02, and the Paying and any Conversion Agent shall will not at any time be under any duty or responsibility to any Holder of Notes to determine whether any facts exist which may require any adjustment of the Conversion PriceRate, or with respect to the nature or intent extent of any such adjustments adjustment when made, or with respect to the method employed, or herein or in any supplemental indenture provided to be employed, in making the same, or whether a supplemental indenture need be entered into. Neither the Trustee, subject to the provisions of Section 5.1 hereof7.02, nor any Conversion Agent, if not the Paying and Conversion Agent Company, shall be accountable with respect to the validity or value (of or the kind or amount) of any Sharesshares of Common Stock, or of any other securities or propertyproperty or cash, which may at any time be issued or delivered upon the conversion of any NoteNotes; and it or they do not make any representation with respect thereto. Neither the Trustee, subject to the provisions of Section 5.1 hereof7.02, nor the Paying and any Conversion Agent shall be responsible for any failure of the Issuer Company to make or calculate any cash payment or to issue, transfer or deliver any shares of stock Common Stock or share certificates or other securities or property or cash upon the surrender of any Note for the purpose of conversion; and the Trustee, subject to the provisions of Section 5.1 hereof7.02, and the Paying and any Conversion Agent shall not be responsible or liable for any failure of the Issuer Company to comply with any of the covenants of the Issuer Company contained in this Article 1110.

Responsibility of Trustee for Conversion Provisions. The Trustee, subject to the provisions of Section 5.1 5.01 hereof, and the Paying and any Conversion Agent shall not at any time be under any duty or responsibility to any Holder of Notes Securities to determine whether any facts exist which may require any adjustment of the Conversion Rate or Price, or with respect to the nature or intent of any such adjustments when made, or with respect to the method employed, or herein or in any supplemental indenture provided to be employed, in making the same. Neither the Trustee, subject to the provisions of Section 5.1 5.01 hereof, nor the Paying and any Conversion Agent shall be accountable with respect to the validity or value (of the kind or amount) of any SharesOrdinary Share, or of any other securities or property, which may at any time be issued or delivered upon the conversion of any NoteSecurity; and it or they do not make any representation with respect thereto. Neither the Trustee, subject to the provisions of Section 5.1 5.01 hereof, nor the Paying and any Conversion Agent shall be responsible for any failure of the Issuer Company to make any cash payment or to issue, transfer or deliver any shares of stock or share certificates or other securities or property upon the surrender of any Note Security for the purpose of conversion; and the Trustee, subject to the provisions of Section 5.1 5.01 hereof, and the Paying and any Conversion Agent shall not be ____ 89 ____ responsible or liable for any failure of the Issuer Company to comply with any of the covenants of the Issuer Company or the Guarantor contained in this Article 11Article.

Responsibility of Trustee for Conversion Provisions. The Trustee, subject to the provisions of Section 5.1 hereof, and the Paying and any Conversion Agent shall not at any time be under any duty or responsibility to any Holder of Notes Debentures to determine whether any facts exist which may require any adjustment of the Conversion Price, or with respect to the nature or intent of any such adjustments when made, or with respect to the method employed, or herein or in any supplemental indenture provided to be employed, in making the same. Neither the Trustee, subject to the provisions of Section 5.1 hereof, nor the Paying and any Conversion Agent shall be accountable with respect to the validity or value (of the kind or amount) of any SharesCommon Stock, or of any other securities or property, which may at any time be issued or delivered upon the conversion of any NoteDebenture; and it or they do not make any representation with respect thereto. Neither the Trustee, subject to the provisions of Section 5.1 hereof, nor the Paying and any Conversion Agent shall be responsible for any failure of the Issuer Company to make any cash payment or to issue, transfer or deliver any shares of stock or share certificates or other securities or property upon the surrender of any Note Debenture for the purpose of conversion; and the Trustee, subject to the provisions of Section 5.1 hereof, and the Paying and any Conversion Agent shall not be responsible or liable for any failure of the Issuer Company to comply with any of the covenants of the Issuer Company contained in this Article 11Article.

Responsibility of Trustee for Conversion Provisions. The Trustee, subject to the provisions of Section 5.1 hereof, and the Paying and any Conversion Agent shall not at any time be under any duty or responsibility to any Holder of Notes Securities to determine whether any facts exist which may require any adjustment of the Conversion Price, or with respect to the nature or intent of any such adjustments when made, or with respect to the method employed, or herein or in any supplemental indenture provided to be employed, in making the same. Neither the Trustee, subject to the provisions of Section 5.1 hereof, nor the Paying and any Conversion Agent shall be accountable with respect to the validity or value (of the kind or amount) of any SharesCommon Stock, or of any other securities or property, which may at any time be issued or delivered upon the conversion of any NoteSecurity; and it or they do not make any representation with respect thereto. Neither the Trustee, subject to the provisions of Section 5.1 hereof, nor the Paying and any Conversion Agent shall be responsible for any failure of the Issuer Company to make any cash payment or to issue, transfer or deliver any shares of stock or share certificates or other securities or property upon the surrender of any Note Security for the purpose of conversion; and the Trustee, subject to the provisions of Section 5.1 hereof, and the Paying and any Conversion Agent shall not be 81 responsible or liable for any failure of the Issuer Company to comply with any of the covenants of the Issuer Company contained in this Article 11Article.