(f) The Trustee will not be liable for interest on any money received by it except as the Trustee
may agree in writing with the Company. Money held in trust by the Trustee need not be segregated from other funds except to the extent required by law.
||Rights of Trustee. |
Subject to TIA § 315(a) through (d):
(a) The Trustee may conclusively rely upon, and shall be fully protected in acting or refraining from acting upon, any document
believed by it to be genuine and to have been signed or presented by the proper Person. The Trustee need not investigate any fact or matter stated in any such document. The Trustee shall receive financial reports and statements of the Company as
provided herein, but shall have no duty to review or analyze such reports or statements to determine compliance with covenants or other obligations of the Company.
(b) Except as otherwise set forth in this Indenture, before the Trustee acts or refrains from acting, it may require an
Officers Certificate or an Opinion of Counsel or both. The Trustee will not be liable for any action it takes or omits to take in good faith in reliance on such Officers Certificate or Opinion of Counsel. The Trustee may consult with
counsel and the written advice of such counsel or any Opinion of Counsel will be full and complete authorization and protection from liability in respect of any action taken, suffered or omitted by it hereunder in good faith and in reliance thereon.
(c) The Trustee may act through its attorneys and agents and will not be responsible for the misconduct or negligence of
any agent appointed with due care.
(d) The Trustee will not be liable for any action it takes or omits to take in good
faith that it believes to be authorized or within the rights or powers conferred upon it by this Indenture.
otherwise specifically provided in this Indenture, any demand, request, direction or notice from the Company will be sufficient if signed by an Officer of the Company.
(f) The Trustee will be under no obligation to exercise any of the rights or powers vested in it by this Indenture at the
request or direction of any of the Holders unless such Holders have offered to the Trustee satisfactory indemnity or security against the losses, liabilities and expenses that might be incurred by it in compliance with such request or direction.
(g) The Trustee shall not be required to give any bond or surety in respect of the performance or exercise of its powers
or duties hereunder.
(h) Except with respect to Section 4.01 hereof, the Trustee shall have no duty to inquire as to
the performance of the Company with respect to the covenants contained in Article 4 hereof. In addition, Trustee shall not deemed to have notice or be charged with knowledge of any Default or Event of Default unless the Trustee shall have received
from the Company, any Guarantor or any other obligor upon the Notes or from any Holder written notice thereof at its address set forth in Section 13.02 hereof, and such notice references the Notes and this Indenture. In the absence of any such
notice, the Trustee may conclusively assume that no Default or Event of Default exists.
(i) The rights, privileges,
protections, immunities and benefits given to the Trustee, including without limitation its right to be compensated, reimbursed, and indemnified, are extended to, and shall be enforceable by, the Trustee in each of its capacities hereunder as Agent,
and to each agent, custodian and other Person employed to act hereunder.
(j) In no event shall the Trustee be responsible
or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or
terrorism, civil or