Duties of Rights Agent. The Rights Agent undertakes the duties and obligations imposed by this Agreement upon the following terms and conditions, by all of which the Company and the holders of Rights Certificates, by their acceptance thereof, shall be bound:
Duties of Rights Agent. The Rights Agent undertakes to perform only the duties and obligations expressly imposed by this Agreement (and no implied duties) upon the following terms and conditions, by all of which the Company and the holders of Rights Certificates, by their acceptance thereof, shall be bound:
Duties of Rights Agent. The Rights Agent undertakes the duties and obligations expressly set forth in this Agreement and no implied duties or obligations shall be read into this Agreement against the Rights Agent. The Rights Agent shall perform those duties and obligations upon the following terms and conditions, by all of which the Company and the holders of Right Certificates, by their acceptance thereof, shall be bound:
Duties of Rights Agent. 27 Section 21.
Duties of Rights Agent. 29 Section 21. Change of Rights Agent..............................................................................32 Section 22. Issuance of New Rights Certificates.................................................................32
Duties of Rights Agent. 38 Section 21. Change of Rights Agent....................................... 41 Section 22. Issuance of New Right Certificates........................... 42 Section 23. Redemption and Termination................................... 42 Section 24. Exchange ............................................... 44
Duties of Rights Agent. 45 Section 21. Change of Rights Agent.................... 48 Section 22. Issuance of New Right Certificates........ 50 Section 23. Redemption................................ 51 Section 24. Exchange.................................. 52 Section 25. Notice of Certain Events.................. 55 Section 26. Notices................................... 57
Duties of Rights Agent. 23 Section 21. Change of Rights Agent. . . . . . . . . . . . . 25 Section 22. Issuance of New Right Certificates. . . . . . . 26 Section 23. Redemption. . . . . . . . . . . . . . . . . . . 26 Section 24. Exchange. . . . . . . . . . . . . . . . . . . . 27 Section 25.
Duties of Rights Agent. 25 Section 21. Change of Rights Agent...................................... 27 Section 22. Issuance of New Right Certificates.......................... 28 Section 23. Redemption.................................................. 28 Section 24. Exchange.................................................... 29
Duties of Rights Agent. The Rights Agent undertakes the duties and obligations expressly set forth in this Agreement which shall be deemed purely ministerial in nature and no implied duties or obligations shall be read into this Agreement against the Rights Agent. Under no circumstances will the Rights Agent be deemed to be a fiduciary to BN, the Company, any Class A Shareholder, any Class A-1 Shareholder or any other person under this Agreement. The Rights Agent will not be responsible or liable for the failure of BN, the Company, any transfer agent, any Class A Shareholder, any Class A-1 Shareholder or any other person to perform in accordance with this Agreement. The Rights Agent shall perform those duties and obligations upon the following terms and conditions: (a) Before the Rights Agent acts or refrains from acting, it may consult with legal counsel (who may be an employee of the Rights Agent or outside legal counsel for the Rights Agent), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such opinion. (b) Whenever in the performance of its duties under this Agreement the Rights Agent shall deem it necessary or desirable that any fact or matter be proved or established prior to taking or suffering any action hereunder, such fact or matter (unless other evidence in respect thereof be herein specifically prescribed) may be deemed to be conclusively proved and established by a certificate signed by an authorized signatory of BN identified in Exhibit B-1 attached hereto and/or the Company identified in Exhibit B-2 (which exhibit may be updated by BN and/or the Company from time to time in BN’s and/or the Company’s reasonable discretion, provided that such update does not adversely affect any Class A Shareholder or Class A-1 Shareholder or their rights hereunder in any respect) and delivered to the Rights Agent; and such certificate shall be full authorization to the Rights Agent for any action taken or suffered in good faith by it under the provisions of this Agreement in reliance upon such certificate. (c) The Rights Agent shall be liable hereunder only for its own gross negligence, bad faith or willful misconduct. The Rights Agent shall not be liable, directly or indirectly, for any special, indirect or consequential damages or losses of any kind whatsoever (including without limitation lost profits), even if the Rights Agent has been advised ...
