Common use of Certificate as to Adjustment Clause in Contracts

Certificate as to Adjustment. The Corporation will from time to time, immediately after the occurrence of any event which requires an adjustment or readjustment as provided in Section 5.1, deliver a Certificate of the Corporation to the Agent specifying the nature of the event requiring the same and the amount of the adjustment or readjustment necessitated thereby and setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based, and the Agent will be entitled to act and rely upon such Certificate of the Corporation. Such Certificate of the Corporation and the amount of the adjustment specified therein will be conclusive and binding on all parties in interest. Until such Certificate of the Corporation is received by the Agent, the Agent may act and be protected in acting on the presumption that no adjustment has been made or is required. Except in respect of any subdivision, reduction, combination or consolidation of the Common Shares contemplated by Section 5.1(b)(i), the Corporation will forthwith give notice to the Warrantholders specifying the event requiring such adjustment or readjustment and the amount thereof, including the resulting Exercise Price; provided that if the Corporation has given notice under Section 5.4 covering all the relevant facts in respect of such event, no such notice need be given under this Section 5.3.

Appears in 3 contracts

Samples: Warrant Agreement (Kinross Gold Corp), Warrant Agreement (Kinross Gold Corp), Warrant Agreement (Kinross Gold Corp)

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Certificate as to Adjustment. The Corporation will Company shall from time to time, immediately after the occurrence of any event which requires an adjustment or readjustment as provided in Section 5.1section 5.1 and 5.2, deliver a an Officer’s Certificate of the Corporation to the Agent Indenture Trustee specifying the nature of the event requiring the same and the amount of the adjustment or readjustment necessitated thereby and setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based, and the Agent will Indenture Trustee shall be entitled to act and rely upon such Certificate of the CorporationOfficer’s Certificate. Such Officer’s Certificate of the Corporation and the amount of the adjustment specified therein will shall be conclusive and binding on all parties in interest. Until such Officer’s Certificate of the Corporation is received by the AgentIndenture Trustee, the Agent Indenture Trustee may act and be protected in acting on the presumption that no adjustment has been made or is required. Except in respect of any subdivision, reduction, combination or consolidation of the Common Shares contemplated by Section 5.1(b)(isubsections 5.1.2(a) and 5.1.2(b), the Corporation will Company shall forthwith give notice to the Warrantholders Debentureholders specifying the event requiring such adjustment or readjustment and the amount thereof, including the resulting Exercise Conversion Price; provided that if the Corporation Company has given notice under Section 5.4 section 5.5 covering all the relevant facts in respect of such event, no such notice need be given under this Section 5.3section 5.4.

Appears in 2 contracts

Samples: Indenture (Golden Star Resources LTD), Indenture (Golden Star Resources LTD)

Certificate as to Adjustment. The Corporation will shall, from time to time, immediately after the occurrence of any event which requires an adjustment or readjustment as provided in Section 5.1section 6.1 and 6.2, deliver a an Officer’s Certificate of the Corporation to the Agent Indenture Trustee specifying the nature of the event requiring the same and the amount of the adjustment or readjustment necessitated thereby and setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based, and the Agent will Indenture Trustee shall be entitled to act and rely upon such Certificate of the CorporationOfficer’s Certificate. Such Officer’s Certificate of the Corporation and the amount of the adjustment specified therein will shall be conclusive and binding on all parties in interest. Until such Officer’s Certificate of the Corporation is received by the AgentIndenture Trustee, the Agent Indenture Trustee may act and be protected in acting on the presumption that no adjustment has been made or is required. Except in respect of any subdivision, reduction, combination or consolidation of the Common Shares contemplated by Section 5.1(b)(isections 6.1(a)(i) and (ii), the Corporation will shall forthwith give notice to the Warrantholders Debentureholders specifying the event requiring such adjustment or readjustment and the amount thereof, including the resulting Exercise Conversion Price; provided that if the Corporation has given notice under Section 5.4 section 6.5 covering all the relevant facts in respect of such event, no such notice need be given under this Section 5.3section 6.4.

Appears in 2 contracts

Samples: Indenture (Student Transportation Inc.), Student Transportation Inc.

Certificate as to Adjustment. The Corporation will from time to time, immediately after the occurrence of any event which that requires an adjustment or readjustment as provided in Section 5.15.01 or 5.02, deliver a Certificate of the Corporation to the Agent Trustee specifying the nature of the event requiring the same and the amount of the adjustment or readjustment necessitated thereby and setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based, and the Agent Trustee will be entitled to act and rely upon such Certificate of the Corporation. Such Certificate of the Corporation and the amount of the adjustment specified therein will be conclusive and binding on all parties in interest. Until such Certificate of the Corporation is received by the AgentTrustee, the Agent Trustee may act and be protected in acting on the presumption that no adjustment has been made or is required. Except in respect of any subdivision, reduction, combination or consolidation of the Common Shares contemplated by Section 5.1(b)(i5.01(2)(a), the Corporation will forthwith give notice to the Warrantholders Debentureholders specifying the event requiring such adjustment or readjustment and the amount thereof, including the resulting Exercise Conversion Price; provided that if the Corporation has given notice under Section 5.4 5.05 covering all the relevant facts in respect of such event, no such notice need be given under this Section 5.35.04.

Appears in 2 contracts

Samples: First Supplemental Indenture (Stelco Inc /Fi), Stelco Inc /Fi

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Certificate as to Adjustment. The Corporation will from time to time, immediately after the occurrence of any event which that requires an adjustment or readjustment as provided in Section 5.15.01, deliver a Certificate certificate of the Corporation to the Warrant Agent specifying the nature of the event requiring the same and the amount of the adjustment or readjustment necessitated thereby and setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based, and the Warrant Agent will be entitled to act and rely upon such Certificate certificate of the Corporation. Such Certificate certificate of the Corporation and the amount of the adjustment specified therein will be conclusive and binding on all parties in interest. Until such Certificate certificate of the Corporation is received by the Warrant Agent, the Warrant Agent may act and be protected in acting on the presumption that no adjustment has been made or is required. Except in respect of any subdivision, redivision, change, reduction, combination or consolidation of the Common Shares contemplated by Section 5.1(b)(i5.01(1)(b) and (c), the Corporation will forthwith give notice to the Warrantholders specifying the event requiring such adjustment or readjustment and the amount thereof, including the resulting Exercise Price; provided that if the Corporation has given notice under Section 5.4 5.04 covering all the relevant facts in respect of such event, no such notice need be given under this Section 5.35.03.

Appears in 1 contract

Samples: Warrant Indenture

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