Co-Trustees. At any time, if the Owner Trustee or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions: (A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee; (B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee; (C) no power given to, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee; (D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and (E) the Trustor, at any time, by an instrument in writing may remove any such additional trustee.
Appears in 5 contracts
Samples: Trust Agreement (Federal Express Corp), Trust Agreement (Federal Express Corp), Trust Agreement (Federal Express Corp)
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Assets may at the time be located, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to the written approval of the Rating Agencies), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify each Rating Agency of the appointment of a co-trustee hereunder.
Appears in 4 contracts
Samples: Indenture (KCAP Financial, Inc.), Indenture (TICC Capital Corp.), Indenture (TICC Capital Corp.)
Co-Trustees. At any time, if the Owner Trustee or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor and the Owner Trustee jointly by an instrument in writing signed by it, shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given to, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustor, at any time, by an instrument in writing may remove any such additional trustee.
Appears in 4 contracts
Samples: Trust Agreement (Federal Express Corp), Trust Agreement (Federal Express Corp), Trust Agreement (Federal Express Corp)
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to written notice to the Rating Agency), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by it of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify the Rating Agency of the appointment of a co-trustee hereunder.
Appears in 3 contracts
Samples: Indenture (Monroe Capital Income Plus Corp), Indenture (Golub Capital BDC 3, Inc.), Indenture (Golub Capital BDC 3, Inc.)
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to written notice to the Rating Agencies), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by it of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify each Rating Agency of the appointment of a co-trustee hereunder.
Appears in 3 contracts
Samples: Supplemental Indenture (GOLUB CAPITAL BDC, Inc.), Indenture (GOLUB CAPITAL INVESTMENT Corp), Indenture (GOLUB CAPITAL BDC, Inc.)
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Assets may at the time be located, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to the written approval of S&P and satisfaction of the Xxxxx’x Rating Condition), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify each Rating Agency of the appointment of a co-trustee hereunder.
Appears in 2 contracts
Samples: Indenture (NewStar Financial, Inc.), Indenture (NewStar Financial, Inc.)
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Collateral may at the time be located, the Trustor and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as coCo-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), Trustee of all or any part of the Lessor's EstateCollateral, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 and to vest in make such Person or Persons, in claims and enforce such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission rights of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any on behalf of the terms Holders of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name Rated Notes subject to the conditions other provisions of this AgreementSection 6.13. The Co-Issuers shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a Co-trustee. If the Co-Issuers do not join in such appointment within 15 days after the receipt by them of a request to do so, the Trustee shall have power to make such appointment. Should any written instrument from the Co-Issuers be required by any Co-trustee so appointed for more fully confirming to such Co-trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Co-Issuers. The Co-Issuers agree to pay (subject to the Priority of Payments) for any reasonable fees and expenses in connection with such appointment. Every additional Co-trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Indenture Issued Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, funds and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a Co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional Co-trustee jointly, as shall be provided in the instrument appointing such Co-trustee, except to the extent that under any law of any jurisdiction in which any particular act or acts are is to be performed (including performed, the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or actsact, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional a Co-trustee;
(Cc) no power given tothe Trustee at any time, by an instrument in writing executed by it, may accept the resignation of or which is provided hereby remove any Co-trustee appointed under this Section 6.13. A successor to any Co-trustee so resigned or removed may be exercised by, any such additional trustee, except jointly with, or with appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.13;
(Dd) no Co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee or any other Co-trustee hereunder except as otherwise provided hereunder;
(e) the Trustee shall not be liable by reason of any act or omission of a Co-trustee;
(f) any Act of Rated Noteholders delivered to the Trustee shall be deemed to have been delivered to each Co-trustee; and
(Eg) each Co-trustee hereunder shall at the Trustor, at any time, by an instrument in writing may remove any time of such additional trusteeacceptance satisfy the qualification required of a Trustee under Section 6.9 and the other provisions of this Section 6.
Appears in 2 contracts
Samples: Indenture (Northstar Realty), Indenture (Northstar Realty)
Co-Trustees. At any time, subject to Section 7.13 of the Participation Agreement, if the Owner Trustee or and the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee Trustee, to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given to, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustor, at any time, by an instrument in writing may remove any such additional trustee.
Appears in 2 contracts
Samples: Trust Agreement (Federal Express Corp), Trust Agreement (Federal Express Corp)
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to written notice to the Rating Agencies), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Xxxx and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify the Rating Agencies of the appointment of a co-trustee hereunder.
Appears in 1 contract
Co-Trustees. At Notwithstanding the provisions of Section 11.1 (Eligibility and Appointment of Trustees), the Trustee and the U.S. Trustee may, upon giving prior notice to the Issuer but without the consent of the Issuer or the Bondholders, appoint any time, person established or resident in any jurisdiction (whether a trust corporation or not) to act either as a separate trustee or as a co-trustee jointly with the Trustee and the U.S. Trustee:
11.3.1 if the Owner Trustee and the U.S. Trustee consider such appointment to be in the interests of the Bondholders;
11.3.2 for the purposes of conforming to any legal requirements, restrictions or the Trustor shall deem it necessary or prudent or desirable conditions in order to conform to legal requirements of any jurisdiction in which any part particular act or acts are to be performed;
11.3.3 for the purposes of obtaining a judgment in any jurisdiction or the enforcement in any jurisdiction either of a judgment already obtained or of this Trust Deed; or
11.3.4 for the purpose of the Lessor's Estate may at the time be located, the Trustor and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly Issuer complying with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such qualification provisions of the TIA. In the event that a co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, is qualified and to vest appointed in such Person or Persons, in such capacity, such title addition to the Lessor's Estate or any part thereofTrustee and the U.S. Trustee, and such the rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee co-trustee shall be similarly conferred or imposed upon and exercised or performed by the Owner Trustee and such additional the U.S. Trustee, or by the Trustee, the U.S. Trustee and co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including performed, the holding of title to Trustee and the Lessor's Estate) the Owner U.S. Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties duties, and obligations shall be exercised and performed by such additional trustee;
(C) no power given to, the co-trustee or which is provided hereby may be exercised by, any such additional separate trustee, except jointly with, or with as the consent case may be; provided that the Trustee and the U.S. Trustee shall only have the obligations and duties as are explicitly set forth in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustor, at any time, by an instrument in writing may remove any such additional trusteethis Trust Deed.
Appears in 1 contract
Samples: Trust Deed (LBI Ehf.)
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to written notice to the Rating Agency), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by it of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cxxx and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify the Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Assets may at the time be located, the Trustor Co-Issuers and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to the written approval of Moody’s), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Co-Issuers shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Co-Issuers do not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Co-Issuers be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed under this Section 3.14 will relieve power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any Co-Issuers. The Issuer agrees to pay (but only from and to the extent of the terms Assets), to the extent funds are available therefor under the Priority of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders Payments, any reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Securities shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Xxxx and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Co-Issuers evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Co-Issuers. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of Holders delivered to the Trustor, at any time, by an instrument in writing may remove any such additional Trustee shall be deemed to have been delivered to each co-trustee.
Appears in 1 contract
Samples: Indenture
Co-Trustees. At any time, if the Owner Trustee or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given to, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustor, at any time, by an instrument in writing may remove any such additional trustee.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Co-Issuers and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to satisfaction of the S&P Rating Condition), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Co-Issuers shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Co-Issuers doesdo not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Co-Issuers be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Co-Issuers. The Co-Issuers agree to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Xxxx and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Co-Issuers evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Co-Issuers. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify the Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Samples: Second Supplemental Indenture (Silver Point Specialty Lending Fund)
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Issuer and the Owner Collateral Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to the satisfaction of the S&P Rating Condition), jointly with the Owner Collateral Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Collateral Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Collateral Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Collateral Trustee hereunder, shall be exercised solely by the Collateral Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Collateral Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Collateral Trustee or by the Collateral Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Collateral Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Collateral Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Collateral Trustee hereunder;
(e) the Collateral Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Collateral Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify the Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Samples: Indenture and Security Agreement (Owl Rock Capital Corp)
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Collateral may at the time be located, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateCollateral, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by the Issuer of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay as Administrative Expenses, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee Priority of Payments, any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered, and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised, solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of Holders delivered to the Trustor, at any time, by an instrument in writing may remove any such additional Trustee shall be deemed to have been delivered to each co-trustee.
Appears in 1 contract
Samples: Indenture (CION Investment Corp)
Co-Trustees. Co-Collateral Agents, Sub-Collateral Agent, Separate Trustees and Separate Collateral Agents. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Collateral may at the time be located, the Trustor Issuers, the Collateral Agent and the Owner Trustee jointly shall have power to appoint, and, upon the powerwritten request of the Trustee or of the Holders of at least 25% in principal amount of the Notes outstanding, the Issuers shall for such purpose join with the Trustee in the execution, delivery and shall execute performance of all instruments and deliver all instrumentsagreements necessary or proper to appoint, to appoint one or more Persons approved by the Trustor and the Owner Trustee either to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateCollateral, to act as co-collateral agent, jointly with the Collateral Agent, or to act as separate trustees, separate collateral agents or sub-collateral agent of any such property, in either case with such powers as may be provided in the instrument of appointment, and to vest in such Person or PersonsPersons in the capacity aforesaid, any property, title, right or power deemed necessary or desirable, subject to the other provisions of this Section 7.13. If the Issuers does not join in such capacityappointment within 15 days after the receipt by it of a request so to do, or in case an Event of Default has occurred and is continuing, the Trustee alone shall have power to make such title to appointment. The Issuers, the Lessor's Estate or any part thereofTrustee, and such rights, powers, duties, trusts or obligations as the Trustor Collateral Agent and the Owner Trustee Holders by the acceptance of their Units and Notes hereby appoint HSBC Bank plc to serve as a sub-collateral agent with respect to one or more of the Foreign Collateral Agreements as may consider be determined necessary or prudent or desirableto satisfy the legal requirements of any jurisdiction in which any of the Collateral that is the subject of such Foreign Collateral Agreements may at the time be located. The Owner Trustee shall not Should any written instrument from the Issuers be liable for any act or omission of required by any co-trustee trustee, co-collateral agent, separate trustee, separate collateral agent or sub-collateral agent so appointed for more fully confirming to such co-trustee, co-collateral agent, separate trustee appointed under this Section 3.14. No appointment oftrustee, separate collateral agent or action bysub-collateral agent such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuers. Every co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any trustee, co-trustee collateral agent, separate trustee, separate collateral agent or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorneysub-in-fact and collateral agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms, namely:
(Aa) all powers, duties, obligations The Units and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered, and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely, by the Trustee.
(b) The rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by such appointment shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee or separate trustee jointly, or by the Collateral Agent and such co-collateral agent or separate collateral agent or sub-collateral agent, jointly as shall be provided in the instrument appointing such co-trustee, co-collateral agent, separate trustee, separate collateral agent or sub-collateral agent, except to the extent that under any law of any jurisdiction in which any particular act or acts are is to be performed (including performed, the holding of title to the Lessor's Estate) the Owner Trustee or Collateral Agent shall be incompetent or unqualified to perform such act or actsact, in which event such rights, powers, duties and obligations (including the holding of title to the collateral or any portion thereof in any such jurisdiction) shall be exercised and performed singly by such additional co-trustee;, co-collateral agent, separate trustee, separate collateral agent or sub-collateral agent, but solely at the discretion of the Trustee or Collateral Agent, as applicable.
(Cc) no The Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuers evidenced by a Board Resolution, may accept the resignation of or remove any co-trustee, co-collateral agent, separate trustee, separate collateral agent or sub-collateral agent appointed under this Section 7.13, and, in case an Event of Default has occurred and is continuing, the Trustee shall have power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional co-trustee, except jointly withco-collateral agent, separate trustee, separate collateral agent or sub-collateral agent without the concurrence of the Issuers. Upon the written request of the Trustee, the Issuers shall join with the consent Trustee in writing ofthe execution, delivery and performance of all instruments and agreements necessary or proper to effectuate such resignation or removal. A successor to any co-trustee, co-collateral agent, separate trustee, separate collateral agent or sub-collateral agent so resigned or removed may be appointed in the Owner Trustee;manner provided in this Section 7.13.
(Dd) no trustee No co-trustee, co-collateral agent, separate trustee, separate collateral agent or sub-collateral agent hereunder shall be personally liable by reason of any act or omission of the Trustee, the Collateral Agent or any other such trustee hereunder except or collateral agent hereunder. Any act of Holders delivered to the Trustee or Collateral Agent shall be deemed to have been delivered to each such co-trustee, co-collateral agent, separate trustee, separate collateral agent and sub-collateral agent. Any notice, request or other writing given to the Trustee or Collateral Agent shall be deemed to have been given to each of the then separate trustees, separate collateral agent, sub-collateral agent, co-trustees and co-collateral agents, as otherwise effectively as if given to each of them. Every instrument appointing any co-trustee, co-collateral agent, separate trustee, separate collateral agent or sub-collateral agent shall refer to this Indenture and the conditions of this Article 7. Each co-trustee, co-collateral agent, separate trustee, separate collateral agent and sub-collateral agent, upon its acceptance of the trusts conferred (which in the case of HSBC Bank plc may be evidenced by its execution of one or more of the Foreign Collateral Agreements), shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Trustee or separately, as may be provided therein, subject to all the provisions of this Indenture, specifically including the benefit of the guarantees made under Section 12.01 hereof and every provision of this Indenture relating to the conduct of, affecting the liability of, or affording protection or rights (including the rights to compensation, reimbursement and indemnification hereunder; and
(E) to, the Trustor, at any time, by an Trustee. Every such instrument in writing may remove any such additional trusteeshall be filed with the Trustee.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor and the Owner Trustee jointly by an instrument in writing signed by it, shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given to, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustor, at any time, by an instrument in writing may remove any such additional trustee.
Appears in 1 contract
Samples: Participation Agreement (Atlantic Coast Airlines Inc)
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to written notice to the Rating Agency), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by it of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Xxxx and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify the Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Co-Issuers and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to satisfaction of the S&P Rating Condition), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Co-Issuers shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Co-Issuers does not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Co-Issuers be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Co-Issuers. The Co-Issuers agree to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Co-Issuers evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Co-Issuers. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify each Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee or the Trustor a Majority in Interest of Owner Participants shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor a Majority in Interest of Owner Participants and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor a Majority in Interest of Owner Participants and the Owner Trustee Trustee, to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor a Majority in Interest of Owner Participants and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given to, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustora Majority in Interest of Owner Participants, at any time, by an instrument in writing may remove any such additional trustee.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to written notice to the Rating Agency), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by it of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Debt shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify the Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Samples: Indenture (GOLUB CAPITAL BDC, Inc.)
Co-Trustees. At any timetime with the prior written consent of the Required Noteholder, if which consent will not be unreasonably withheld, for the Owner Trustee or the Trustor shall deem it necessary or prudent or desirable in order to conform to purpose of meeting any legal requirements of any jurisdiction in which any part of the Lessor's Trust Estate may at the time be located, the Trustor and the Owner Trustee jointly shall have the power, power and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee Trustee, to act as co-trustee, trustee or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone)trustees, of all or any part of the Lessor's Trust Estate, and to vest in such Person or PersonsPerson, in such capacity, such title to the Lessor's Trust Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. No co-trustee or separate trustee hereunder shall be required to meet the terms of eligibility as a successor trustee under §6.07 herein. The Owner Trustee shall not be liable for any act or omission fees and expenses of any co-trustee or separate trustee appointed under this Section 3.14shall be an expense of the Trust. No In the case of any appointment of, or action by, any of a co-trustee or separate trustee appointed under pursuant to this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may§6.16, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee Trustee, and such additional separate trustee or co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title whether as Trustee hereunder or successor to the Lessor's Estate) Trustee hereunder), the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of title to the Trust Estate or any portion thereof in any such jurisdiction) shall be exercised and performed by such additional trustee;
separate trustee or co-trustee at the direction of the Trustee. Subject to §6.01 (Cc) no power given toherein, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be held personally liable by reason of any act or omission of any other trustee hereunder except hereunder. The Trustee may at any time accept the resignation of or remove any separate trustee or co-trustees. Any notice, request or other writing given to the Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees as otherwise effectively as if given to each of them. Every instrument appointing any separate trustee or co-trustee shall refer to this Trust Agreement and the conditions of this Article VI. Each separate trustee and co-trustee, upon its acceptance of the trusts conferred, shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Trustee or separately, as may be provided hereunder; and
(E) therein, subject to all the Trustorprovisions of this Trust Agreement specifically including every provision of this Trust Agreement relating to the conduct of, affecting the liability of, or affording protection to, the Trustee. Every such instrument shall be filed with the Trustee. Any separate trustee or co-trustee may, at any time, constitute the Trustee, its agent or attorney-in-fact, with full power and authority, to the extent not prohibited by an instrument law, to do any lawful act under or in writing may remove respect of this Trust Agreement on its behalf and in its name. If any such additional separate trustee or co-trustee shall die, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies and trusts shall vest in and be exercised by the Trustee, to the extent permitted by law, without the appointment of a new or successor trustee.
Appears in 1 contract
Samples: Trust Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.)
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Collateral or the Treasury Strip Collateral, as the case may be, may at the time be located, the Trustor Co-Issuers and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), Trustee of all or any part of the Lessor's EstateCollateral or the Treasury Strip Collateral, as the case may be, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 and to vest make such claims and enforce such rights of action on behalf of the Holders of the Notes subject to the other provisions of this Section 6.13. The Co-Issuers shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Co-Issuers do not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have power to make such appointment. Should any written instrument from the Co-Issuers be liable for any act or omission of required by any co-trustee or separate trustee so appointed under this Section 3.14. No appointment of, or action by, any for more fully confirming to such co-trustee such property, title, right or separate trustee appointed under this Section 3.14 will relieve power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Owner Trustee Co-Issuers. The Co-Issuers agree to pay (subject to the Priority of Payments) for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, as shall be provided in the instrument appointing such co-trustee, except to the extent that under any law of any jurisdiction in which any particular act or acts are is to be performed (including performed, the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or actsact, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional a co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Co-Issuers evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.13, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Co-Issuers. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.13;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee or any other co-trustee hereunder except as otherwise provided hereunder;
(e) the Trustee shall not be liable by reason of any act or omission of a co-trustee;
(f) any Act of Noteholders delivered to the Trustee shall be deemed to have been delivered to each co-trustee; and
(Eg) any co-trustee appointed pursuant to this Section 6.13 shall:
(i) be a bank;
(ii) have at all times an aggregate capital, surplus and undivided profits of at least $200,000,000 (provided, that if such trustee publishes reports of condition at least annually, pursuant to law or to the requirements of its supervising or examining authority, for purposes of such requirement, the aggregate capital, surplus and undivided profits of such trustee shall be deemed to be its aggregate capital, surplus and undivided profits as set forth in its most recent report of condition so published);
(iii) not be affiliated (as such term is defined in Rule 405 under the Securities Act) with the Issuer or with any person involved with the organization or operation of the Issuer;
(iv) not offer or provide credit or credit enhancement to the Issuer; and
(v) enter into an Indenture (or agree to be bound by the terms of this Indenture) that provides that the trustee shall not resign until either (A) the Trustor, at any time, by an instrument in writing may remove any Pledged Securities have been completely liquidated and the proceeds of such additional trusteeliquidation have been distributed to the holders of the Notes or (B) a successor trustee meeting the requirements of such Indenture has been designated and has accepted such trusteeship.
Appears in 1 contract
Co-Trustees. At any time, subject to Section 7.13 of the Participation Agreement, if the Owner Trustee or the Trustor a Majority in Interest of Owner Participants shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor a Majority in Interest of Owner Participants and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor a Majority in Interest of Owner Participants and the Owner Trustee Trustee, to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor a Majority in Interest of Owner Participants and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given to, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustora Majority in Interest of Owner Participants, at any time, by an instrument in writing may remove any such additional trustee.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee or the Trustor a Majority in Interest of Owner Participants shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor a Majority in Interest of Owner Participants and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor a Majority in Interest of Owner Participants and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor a Majority in Interest of Owner Participants and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given to, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustora Majority in Interest of Owner Participants, at any time, by an instrument in writing may remove any such additional trustee.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to written notice to the Rating Agencies), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by it of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cxxx and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify each Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Co-Issuers and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteesco- trustee (subject to satisfaction of the S&P Rating Condition), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Co-Issuers shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Co-Issuers does not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Co-Issuers be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Co-Issuers. The Co-Issuers agree to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Xxxx and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Co-Issuers evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Co-Issuers. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify the Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Samples: Indenture and Security Agreement (Silver Point Specialty Lending Fund)
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Collateral as the case may be, may at the time be located, the Trustor Co-Issuers and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), Trustee of all or any part of the Lessor's Estate, Collateral with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 and to vest make such claims and enforce such rights of action on behalf of the Holders of the Notes subject to the other provisions of this Section 6.13. The Co-Issuers shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Co-Issuers do not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have power to make such appointment. Should any written instrument from the Co-Issuers be liable for any act or omission of required by any co-trustee or separate trustee so appointed under this Section 3.14. No appointment of, or action by, any for more fully confirming to such co-trustee such property, title, right or separate trustee appointed under this Section 3.14 will relieve power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Owner Trustee Co-Issuers. The Co-Issuers agree to pay (subject to the Priority of Payments) for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, as shall be provided in the instrument appointing such co-trustee, except to the extent that under any law of any jurisdiction in which any particular act or acts are is to be performed (including performed, the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or actsact, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional a co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Co-Issuers evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.13, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Co-Issuers. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.13;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee or any other co-trustee hereunder except as otherwise provided hereunder;
(e) the Trustee shall not be liable by reason of any act or omission of a co-trustee;
(f) any Act of Noteholders delivered to the Trustee shall be deemed to have been delivered to each co-trustee; and
(Eg) any co-trustee appointed pursuant to this Section 6.13 shall:
(i) be a bank;
(ii) have at all times an aggregate capital, surplus and undivided profits of at least $200,000,000, subject to supervision or examination by federal or state authority, having a rating of at least “BBB+” by Standard & Poor’s, at least “Baa1” by Xxxxx’x and at least “BBB+” by Fitch and a short-term debt rating of “F1” by Fitch and having an office within the United States (provided, that if such trustee publishes reports of condition at least annually, pursuant to law or to the requirements of its supervising or examining authority, for purposes of such requirement, the aggregate capital, surplus and undivided profits of such trustee shall be deemed to be its aggregate capital, surplus and undivided profits as set forth in its most recent report of condition so published);
(iii) not be affiliated (as such term is defined in Rule 405 under the Securities Act) with the Issuer or with any person involved with the organization or operation of the Issuer;
(iv) not offer or provide credit or credit enhancement to the Issuer; and
(v) enter into an Indenture (or agree to be bound by the terms of this Indenture) that provides that the trustee shall not resign until either (A) the Trustor, at any time, by an instrument in writing may remove any Pledged Securities have been completely liquidated and the proceeds of such additional trusteeliquidation have been distributed to the holders of the Notes or (B) a successor trustee meeting the requirements of such Indenture has been designated and has accepted such trusteeship.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee time or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be locatedtimes, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to written notice to the Rating Agency), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Xxxx and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of the Trustor, at any time, by an instrument in writing may remove any such additional Holders delivered to the Trustee shall be deemed to have been delivered to each co-trustee. The Issuer shall notify the Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Collateral may at the time be located, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateCollateral, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for required by any act or omission of any co‑trustee so appointed, more fully confirming to such co-trustee such property, title, right or separate trustee appointed under this Section 3.14. No appointment of, or action bypower, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay as Administrative Expenses, to the extent funds are available therefor under the Priority of Payments, for any reasonable fees and expenses in connection with such appointment. Every co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered, and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised, solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of Holders delivered to the Trustor, at any time, by an instrument in writing may remove any such additional Trustee shall be deemed to have been delivered to each co-trustee.
Appears in 1 contract
Samples: Indenture (BC Partners Lending Corp)
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Collateral as the case may be, may at the time be located, the Trustor Co-Issuers and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), Trustee of all or any part of the Lessor's Estate, Collateral with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 and to vest make such claims and enforce such rights of action on behalf of the Holders of the Notes subject to the other provisions of this Section 6.13. The Co-Issuers shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Co-Issuers do not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have power to make such appointment. Should any written instrument from the Co-Issuers be liable for any act or omission of required by any co-trustee or separate trustee so appointed under this Section 3.14. No appointment of, or action by, any for more fully confirming to such co-trustee such property, title, right or separate trustee appointed under this Section 3.14 will relieve power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Owner Trustee Co-Issuers. The Co-Issuers agree to pay (subject to the Priority of Payments) for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Cash and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, as shall be provided in the instrument appointing such co-trustee, except to the extent that under any law of any jurisdiction in which any particular act or acts are is to be performed (including performed, the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or actsact, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional a co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Co-Issuers evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.13, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Co-Issuers. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.13;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee or any other co-trustee hereunder except as otherwise provided hereunder;
(e) the Trustee shall not be liable by reason of any act or omission of a co- trustee;
(f) any Act of Noteholders delivered to the Trustee shall be deemed to have been delivered to each co-trustee; and
(Eg) any co-trustee appointed pursuant to this Section 6.13 shall:
(i) be a bank;
(ii) have at all times an aggregate capital, surplus and undivided profits of at least $200,000,000 (provided, that if such trustee publishes reports of condition at least annually, pursuant to law or to the requirements of its supervising or examining authority, for purposes of such requirement, the aggregate capital, surplus and undivided profits of such trustee shall be deemed to be its aggregate capital, surplus and undivided profits as set forth in its most recent report of condition so published);
(iii) not be affiliated (as such term is defined in Rule 405 under the Securities Act) with the Issuer or with any person involved with the organization or operation of the Issuer;
(iv) not offer or provide credit or credit enhancement to the Issuer; and
(v) enter into an Indenture (or agree to be bound by the terms of this Indenture) that provides that the trustee shall not resign until either (A) the Trustor, at any time, by an instrument in writing may remove any Pledged Securities have been completely liquidated and the proceeds of such additional trusteeliquidation have been distributed to the holders of the Notes or (B) a successor trustee meeting the requirements of such Indenture has been designated and has accepted such trusteeship.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor and the Owner Trustee jointly by an instrument in writing signed by it shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders of the Certificates in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given toto any such additional trustee, or which is provided hereby hereby, may be exercised by, by any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustor, at any time, by an instrument in writing may remove any such additional trustee.
Appears in 1 contract
Co-Trustees. At any timetime or times, if for the Owner Trustee or purpose of meeting the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate Assets may at the time be located, the Trustor Issuer and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, power to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trusteestrustee (subject to such Person satisfying the eligibility requirements set forth in Section 6.8 and providing prior notice to each Rating Agency), jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateAssets, with the power to file such proofs of claim and take such other actions pursuant to Section 5.6 herein and to vest make such claims and enforce such rights of action on behalf of the Holders, as such Holders themselves may have the right to do, subject to the other provisions of this Section 6.12. The Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to appoint a co-trustee. If the Issuer does not join in such Person or Personsappointment within 15 days after the receipt by them of a request to do so, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not have the power to make such appointment. Should any written instrument from the Issuer be liable for any act or omission of required by any co-trustee or separate trustee appointed under this Section 3.14. No appointment ofso appointed, or action by, any more fully confirming to such co-trustee such property, title, right or separate trustee appointed power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Issuer. The Issuer agrees to pay, to the extent funds are available therefor under this Section 3.14 will relieve the Owner Trustee of 11.1(a)(i)(A), for any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders reasonable fees and expenses in the Trust Indenture Estateconnection with such appointment. Any Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Aa) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, Xxxx and other personal property held by, or required to be deposited or pledged with, the Trustee hereunder, shall be exercised solely by the Trustee;
(b) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Trustee in respect of any property covered by the appointment of a co-trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee or by the Trustee and such additional co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee jointly as shall be incompetent or unqualified to perform provided in the instrument appointing such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Cc) no the Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Issuer evidenced by an Issuer Order, may accept the resignation of or remove any co-trustee appointed under this Section 6.12, and in case an Event of Default has occurred and is continuing, the Trustee shall have the power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trustee, except jointly with, co-trustee without the concurrence of the Issuer. A successor to any co-trustee so resigned or with removed may be appointed in the consent manner provided in writing of, the Owner Trusteethis Section 6.12;
(Dd) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Trustee hereunder;
(e) the Trustee shall not be liable by reason of any other trustee hereunder except as otherwise provided hereunderact or omission of a co-trustee; and
(Ef) any Act of Holders delivered to the TrustorTrustee shall be deemed to have been delivered to each co-trustee. Subject to Section 14.3(c), at any time, by an instrument in writing may remove any such additional trusteethe Issuer shall notify each Rating Agency of the appointment of a co-trustee hereunder.
Appears in 1 contract
Co-Trustees. At any time, if the Owner Trustee or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor and the Owner Trustee jointly by an instrument in writing signed by it shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given toto any such additional trustee, or which is provided hereby hereby, may be exercised by, by any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustor, at any time, by an instrument in writing may remove any such additional trustee.
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Co-Trustees. (a) At any timetime or times, if for the Owner Trustee purpose of meeting the legal or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal regulatory requirements of any jurisdiction in which any part portion of the Lessor's Estate any Collateral may at the time be located, the Trustor Trust and the Owner Indenture Trustee jointly shall have power to appoint, and, upon the powerwritten request of the Holders of Notes representing a majority of the aggregate principal amount of the Outstanding Notes, the Trust shall for such purpose join with the Indenture Trustee in the execution, delivery and shall execute performance of all instruments and deliver all instruments, agreements necessary or proper to appoint one or more Persons approved by the Trustor and the Owner Indenture Trustee to act as co-trustee, or co-trustees, jointly with the Owner Indenture Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's EstateCollateral, with such powers as may be provided in the instrument of appointment, and to vest in such Person or PersonsPersons in the capacity aforesaid, any property, title, right or power deemed necessary or desirable, subject to the other provisions of this Section. If the Trust does not join in such capacityappointment within fifteen (15) days after the receipt by it of a request so to do, or in case an Event of Default has occurred and is continuing, the Indenture Trustee alone shall have power to make such title to appointment.
(b) Should any written instrument from the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not Trust be liable for any act or omission of required by any co-trustee or separate trustee so appointed under this Section 3.14. No appointment of, or action by, any for more fully confirming to such co-trustee such property, title, right or separate trustee appointed under this Section 3.14 will relieve power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any Trust.
(c) Every co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States andshall, to the extent permitted by law, but to such extent only, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditionsterms:
(Ai) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement Notes shall be exercised solely by the Owner Trustee;
(B) authenticated and delivered and all other rights, powers, duties and obligations hereunder in respect of the custody of securities, cash and other personal property held by, or required to be deposited or pledged with, the Indenture Trustee hereunder, shall be exercised solely by the Indenture Trustee;
(ii) the rights, powers, duties and obligations hereby conferred or imposed upon the Owner Indenture Trustee shall be conferred or imposed upon and exercised or performed by the Owner Indenture Trustee or by the Indenture Trustee and such additional co-trustee jointly, as shall be provided in the instrument appointing such co-trustee, except to the extent that that, under any law of any jurisdiction in which any particular act or acts are is to be performed (including performed, the holding of title to the Lessor's Estate) the Owner Indenture Trustee shall be incompetent or unqualified to perform such act or actsact, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional co-trustee;
(Ciii) no the Indenture Trustee at any time, by an instrument in writing executed by it, with the concurrence of the Trust evidenced by a Trust Request, may accept the resignation of or remove any co-trustee appointed under this Section, and, in case an Event of Default has occurred and is continuing, the Indenture Trustee shall have power given toto accept the resignation of, or which is provided hereby may be exercised byremove, any such additional trusteeco-trustee without the concurrence of the Trust. Upon the written request of the Indenture Trustee, except jointly with, or the Trust shall join with the consent Indenture Trustee in writing ofthe execution, delivery and performance of all instruments and agreements necessary or proper to effectuate such resignation or removal. A successor to any co-trustee so resigned or removed may be appointed in the Owner Trusteemanner provided in this Section;
(Div) no co-trustee hereunder shall be personally liable by reason of any act or omission of the Indenture Trustee or any other such trustee hereunder except as otherwise provided and the Indenture Trustee shall not be personally liable by reason of any act or omission of any co-trustee hereunder; and
(Ev) any Act of Holders delivered to the Trustor, at any time, by an instrument in writing may remove any Indenture Trustee shall be deemed to have been delivered to each such additional co-trustee.
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Samples: Omnibus Instrument (Protective Life Secured Trust 2003-1)
Co-Trustees. At any time, subject to Section 7.13 of the Participation Agreement, if the Owner Trustee or the Trustor shall deem it necessary or prudent or desirable in order to conform to legal requirements of any jurisdiction in which any part of the Lessor's Estate may at the time be located, the Trustor and the Owner Trustee jointly shall have the power, and shall execute and deliver all instruments, to appoint one or more Persons approved by the Trustor and the Owner Trustee Trustee, to act as co-trustee, or co-trustees, jointly with the Owner Trustee, or separate trustee or separate trustees (except insofar as local law makes it necessary or prudent or desirable for any such co-trustee or separate trustee to act alone), of all or any part of the Lessor's Estate, and to vest in such Person or Persons, in such capacity, such title to the Lessor's Estate or any part thereof, and such rights, powers, duties, trusts or obligations as the Trustor and the Owner Trustee may consider necessary or prudent or desirable. The Owner Trustee shall not be liable for any act or omission of any co-trustee or separate trustee appointed under this Section 3.14. No appointment of, or action by, any co-trustee or separate trustee appointed under this Section 3.14 will relieve the Owner Trustee of any of its obligations under any Operative Agreement or otherwise affect any of the terms of the Indenture or adversely affect the interests of the Indenture Trustee or the Certificate Holders in the Trust Indenture Estate. Any co-trustee or separate trustee may, at any time by an instrument in writing, constitute the Owner Trustee its or his attorney-in-fact and agent with full power and authority to do all acts and things and to exercise all discretion on its or his behalf and in its or his name subject to the conditions of this Agreement. Every additional trustee hereunder shall be a Citizen of the United States and, to the extent permitted by law, be appointed and act, and the Owner Trustee and its successors shall act, subject to the following provisions and conditions:
(A) all powers, duties, obligations and rights conferred upon the Owner Trustee in respect of the custody, control and management of monies, the Aircraft or documents authorized to be delivered hereunder or under the Participation Agreement shall be exercised solely by the Owner Trustee;
(B) all other rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred or imposed upon and exercised or performed by the Owner Trustee and such additional trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (including the holding of title to the Lessor's Estate) the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed by such additional trustee;
(C) no power given to, or which is provided hereby may be exercised by, any such additional trustee, except jointly with, or with the consent in writing of, the Owner Trustee;
(D) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder except as otherwise provided hereunder; and
(E) the Trustor, at any time, by an instrument in writing may remove any such additional trustee.
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