The Registrar. (1) In acting under this Agreement and in connection with the Notes, the Registrar is acting solely as agent of the Issuer and does not assume any obligation or relationship of agency or trust with any of the holders of Notes, except that all amounts received and held by the Registrar for payment in respect of the Notes shall be held in trust (i.e., as mandatary) for the holders of the Notes in an account or accounts for payment to the holders of Notes. The Registrar shall not be liable to pay interest or investment income to the Issuer on any moneys received from the Issuer for the purposes of payment pursuant to Section 7 (Payments by the Issuer to the Registrar). (2) The Registrar shall be protected and shall incur no liability for action taken or not taken, or suffered to be taken or not taken, with respect to all legal matters upon which it has received advice from counsel in good faith and in accordance with the opinions and advice of such counsel. (3) The Registrar and its officers, directors and employees may become the owners of, or acquire an interest in, any Notes, with the same rights that they would have if the Registrar was not acting as agent hereunder, and may engage or be interested in any financial or other transaction with the Issuer, and may act on behalf of, or as a depository, trustee or agent for, any committee or body of holders of Notes or holders of other obligations of the Issuer as freely as if the Registrar was not acting as agent hereunder. (4) The Registrar may rely and shall be protected in acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, letter, telegram, telecopier or other paper or document believed by it to be genuine and to have been signed, sent or presented by or on behalf of the proper party or parties and, in particular, may rely and shall be protected in acting on the basis of any such notice which is given in accordance with the provisions hereof.
Appears in 5 contracts
Sources: Fiscal Agency Agreement (Quebec), Fiscal Agency Agreement (Quebec), Fiscal Agency Agreement (Quebec)
The Registrar. (1) In acting under this Agreement and in connection with the Notes, the Registrar is acting solely as agent of the Issuer and does not assume any obligation or relationship of agency or trust with any of the holders of Notes, except that all amounts received and held by the Registrar for payment in respect of the Notes shall be held in trust (i.e., as mandatary) for the holders of the Notes in an a separate account or accounts for payment to the holders of Notes. The Registrar shall not be liable to pay interest or investment income to the Issuer on any moneys received from the Issuer for the purposes of payment pursuant to Section 7 (Payments by the Issuer to the Registrar).
(2) The Registrar shall be protected and shall incur no liability for action taken or not taken, or suffered to be taken or not taken, with respect to all legal matters upon which it has received advice from counsel in good faith and in accordance with the opinions and advice of such counsel.
(3) The Registrar and its officers, directors and employees may become the owners of, or acquire an interest in, any Notes, with the same rights that they would have if the Registrar was not acting as agent hereunder, and may engage or be interested in any financial or other transaction with the Issuer, and may act on behalf of, or as a depository, trustee or agent for, any committee or body of holders of Notes or holders of other obligations of the Issuer as freely as if the Registrar was not acting as agent hereunder.
(4) The Registrar may rely and shall be protected in acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, letter, telegram, telecopier or other paper or document believed by it to be genuine and to have been signed, sent or presented by or on behalf of the proper party or parties and, in particular, may rely and shall be protected in acting on the basis of any such notice which is given in accordance with the provisions hereof.
Appears in 1 contract
Sources: Fiscal Agency Agreement (Quebec)