PERSON FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON (EXCEPT A QUALIFIED U.S.
ENTITY), OR A PERSON IN THE UNITED STATES ABSENT AN EXEMPTION FROM THE
REGISTRATION PROVISIONS OF THE 1933 ACT.
(E)
NO NOTICE OF TRUSTS:
SUBJECT TO APPLICABLE
LAW, NEITHER THE CORPORATION NOR THE WARRANT AGENT WILL BE BOUND TO TAKE NOTICE
OF OR SEE TO THE EXECUTION OF ANY TRUST, WHETHER EXPRESS, IMPLIED OR
CONSTRUCTIVE, IN RESPECT OF ANY WARRANT, AND MAY TRANSFER ANY WARRANT ON THE
DIRECTION OF THE PERSON REGISTERED AS THE HOLDER THEREOF, WHETHER NAMED AS
TRUSTEE OR OTHERWISE, AS THOUGH THAT PERSON WERE THE BENEFICIAL OWNER THEREOF.
(F)
INSPECTION:
THE REGISTERS REFERRED TO IN
SUBSECTION 2.08(A) HEREOF, AND ANY BRANCH REGISTERS MAINTAINED PURSUANT TO
SUBSECTION 2.08(G) HEREOF, WILL DURING EACH BUSINESS DAY AND AT ALL OTHER
REASONABLE TIMES BE OPEN FOR INSPECTION BY THE CORPORATION AND/OR ANY
WARRANTHOLDER. THE WARRANT AGENT WILL FROM TIME TO TIME WHEN REQUESTED TO DO SO
IN WRITING BY THE CORPORATION OR ANY WARRANTHOLDER (UPON PAYMENT OF THE
REASONABLE CHARGES OF THE WARRANT AGENT), FURNISH THE CORPORATION OR SUCH
WARRANTHOLDER WITH A LIST OF THE NAMES AND ADDRESSES OF HOLDERS OF WARRANTS (IN
THE CASE OF A WARRANTHOLDER OF THE SAME CLASS AS SUCH WARRANTHOLDER) ENTERED ON
SUCH REGISTERS AND SHOWING THE NUMBER OF WARRANTS (IN THE CASE OF A
WARRANTHOLDER OF THE SAME CLASS AS SUCH WARRANTHOLDER) HELD BY EACH SUCH HOLDER
THEREOF.
(G)
LOCATION OF REGISTERS:
THE CORPORATION MAY
AT ANY TIME AND FROM TIME TO TIME CHANGE THE PLACE AT WHICH THE REGISTERS
REFERRED TO IN SUBSECTION 2.08(A) HEREOF ARE KEPT, CAUSE BRANCH REGISTERS OF
HOLDERS OR TRANSFERS TO BE KEPT AT OTHER PLACES AND CLOSE SUCH BRANCH REGISTERS
OR CHANGE THE PLACE AT WHICH SUCH BRANCH REGISTERS ARE KEPT, IN EACH CASE
SUBJECT
12
TO THE APPROVAL OF THE WARRANT AGENT.
NOTICE OF ALL SUCH CHANGES OR CLOSURES
SHALL BE GIVEN BY THE CORPORATION TO THE WARRANT AGENT AND TO HOLDERS OF
WARRANTS IN ACCORDANCE WITH ARTICLE TWELVE HEREOF.
(H)
RELIANCE BY WARRANT AGENT:
THE WARRANT
AGENT SHALL HAVE NO OBLIGATION TO ENSURE OR VERIFY COMPLIANCE WITH ANY
APPLICABLE LEGISLATION OR REGULATORY REQUIREMENTS ON THE ISSUE, EXERCISE OR
TRANSFER OF ANY WARRANTS OR ANY COMMON SHARES OR OTHER SECURITIES ISSUED UPON
THE EXERCISE OF ANY WARRANTS EXCEPT AS OTHERWISE SET FORTH HEREIN.
THE WARRANT
AGENT SHALL BE ENTITLED TO PROCESS ALL PREFERRED TRANSFERS AND EXERCISES OF
WARRANTS UPON THE PRESUMPTION THAT SUCH TRANSFERS OR EXERCISES ARE PERMISSIBLE
PURSUANT TO ALL APPLICABLE LEGISLATION AND REGULATORY REQUIREMENTS AND THE TERMS
OF THE INDENTURE AND THE RELATED WARRANT CERTIFICATES IN THE ABSENCE OF PRIMA
FACIE EVIDENCE TO THE CONTRARY.
THE WARRANT AGENT MAY ASSUME FOR THE PURPOSES
OF THIS INDENTURE THAT THE ADDRESS ON THE REGISTER OF WARRANTHOLDERS OF ANY
WARRANTHOLDER IS THE ACTUAL ADDRESS OF SUCH WARRANTHOLDER AND IS ALSO
DETERMINATIVE OF THE RESIDENCY OF SUCH WARRANTHOLDER AND THAT THE ADDRESS OF ANY
TRANSFEREE TO WHOM ANY WARRANTS OR COMMON SHARES OR OTHER SECURITIES