Concerning Mortgagee. (i) The Mortgagee has been appointed as trustee pursuant to the Indenture. The actions of the Mortgagee hereunder are subject to the provisions of the Indenture. The Mortgagee shall have the right hereunder to make demands, to give notices, to exercise or refrain from exercising any rights, and to take or refrain from taking action (including, without limitation, the release or substitution of the Mortgaged Property), in accordance with this Mortgage and the Indenture. The Mortgagee may employ agents and attorneys-in-fact in connection herewith and shall not be liable for the negligence or misconduct of any such agents or attorneys-in-fact selected by it in good faith. The Mortgagee may resign and a successor Mortgagee may be appointed in the manner provided in the Indenture. Upon the acceptance of any appointment as the Mortgagee by a successor Mortgagee, that successor Mortgagee shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Mortgagee under this Mortgage, and the retiring Mortgagee shall thereupon be discharged from its duties and obligations under this Mortgage. After any retiring Mortgagee's resignation, the provisions hereof shall inure to its benefit as to any actions taken or omitted to be taken by it under this Mortgage while it was the Mortgagee.
(ii) The Mortgagee shall be deemed to have exercised reasonable care in the custody and preservation of the Mortgaged Property in its possession if such Mortgaged Property is accorded treatment substantially equivalent to that which the Mortgagee, in its individual capacity, accords its own property consisting of similar instruments or interests, it being understood that neither the Mortgagee nor any of the Secured Parties shall have responsibility for taking any necessary steps to preserve rights against any Person with respect to any Mortgaged Property.
(iii) The Mortgagee shall be entitled to rely upon any written notice, statement, certificate, order or other document or any telephone message believed by it to be genuine and correct and to have been signed, sent or made by the proper person, and, with respect to all matters pertaining to this Mortgage and its duties hereunder, upon advice of counsel selected by it.
(iv) If any portion of the Mortgaged Property also constitutes collateral granted to the Mortgagee under any other deed of trust, mortgage, security agreement, pledge or instrument of any type, in the event of any conflict bet...
Concerning Mortgagee. 32 SECTION 14.4 Mortgagee May Perform; Mortgagee Appointed Attorney-in-Fact ...... 33 SECTION 14.5 Expenses ......................................................... 33 SECTION 14.6 Indemnity ........................................................ 34 SECTION 14.7 Continuing Security Interest; Assignment ......................... 34 SECTION 14.8 Termination; Release ............................................. 34 SECTION 14.9 Modification in Writing .......................................... 35 SECTION 14.10 Notices .......................................................... 35 SECTION 14.11 GOVERNING LAW; SERVICE OF PROCESS; WAIVER OF JURY TRIAL .......... 35 SECTION 14.12
Concerning Mortgagee. 5.10.1 Mortgagee shall be entitled to rely upon any written notice, statement, certificate, order or other document believed by it to be genuine and correct and to have been signed, sent or made by the proper person, and, with respect to all matters pertaining to this Mortgage and its duties hereunder, upon advice of counsel selected by it.
5.10.2 Mortgagor shall recognize as the mortgagee under this instrument any party who has succeeded to the interest of Mortgagee under the Indenture.
5.10.3 If any item of Mortgaged Property also constitutes collateral granted to Mortgagee under any other mortgage, security agreement, pledge or instrument of any type, in the event of any conflict between the provisions of this Mortgage and the provisions of such other mortgage, security agreement, pledge or instrument of any type in respect of such collateral, Mortgagee, in its sole discretion, shall select which provision or provisions shall control.
5.10.4 Mortgagee may resign from the performance of all its functions and duties hereunder at any time by giving ten (10) days' prior written notice to Mortgagor. Such resignation shall take effect upon the appointment of a successor Mortgagee pursuant to the provisions of the Indenture.
5.10.5 Mortgagee has been appointed as collateral agent pursuant to the Indenture. The actions of Mortgagee hereunder are subject to the provisions of the Indenture. Mortgagee shall have the right hereunder to make demands, to give notices, to exercise or refrain from exercising any rights, and to take or refrain from taking action (including, without limitation, the release or substitution of Mortgaged Property), in accordance with this Mortgage and the Indenture.
Concerning Mortgagee. SECTION 14.4 Mortgagee May Perform; Mortgagee Appointed Attorney-in-Fact SECTION 14.5 Expenses SECTION 14.6 Indemnity SECTION 14.7 Continuing Security Interest; Assignment SECTION 14.8 Termination; Release SECTION 14.9 Modification in Writing
Concerning Mortgagee. SECTION 7.1. [Intentionally Omitted]
Concerning Mortgagee. (a) Mortgagee is authorized to take all such action as is provided to be taken by it as Mortgagee hereunder and all such other action incidental thereto, subject to the terms and provisions of the Intercreditor Agreement. As to any matters not expressly provided for herein (including the timing and methods of realization upon the Mortgaged Property), Mortgagee shall, in addition, act or refrain from acting in accordance with the terms and provisions of the Intercreditor Agreement. Mortgagee shall not be responsible for the existence, genuineness or value of any of the Mortgaged Property or for the validity, perfection, priority or enforceability of the lien of this Instrument on any of the Mortgaged Property, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder. Mortgagee shall have the right, but shall have no duty, to ascertain or inquire as to the performance or observance of any of the terms of this Instrument by Mortgagor.
(b) Mortgagee may, at any time, delegate by power of attorney or otherwise to any person(s) or entity(ies) the ability to exercise any or all of the rights, powers and discretions vested in it by this Instrument or appoint any person or entity to act as additional Mortgagee or as co-trustee for the purpose of this Instrument, in accordance with and subject to the terms of Clause 16 of the Intercreditor Agreement.
(c) In the event that Mortgagee acts as Mortgagor's attorney in fact or otherwise as its agent as provided for under this Instrument, Mortgagor shall ratify and confirm all things done and all documents executed by Mortgagee in the exercise or purported exercise of all or any of such powers or acts.
Concerning Mortgagee. (i) The Mortgagee has been appointed as collateral agent pursuant to the Credit Agreement. The actions of the Mortgagee hereunder are subject to the provisions of the Credit Agreement. The Mortgagee shall have the right hereunder to make demands, to give notices, to exercise or refrain from exercising any rights, and to take or refrain from taking action (including, without limitation, the release or substitution of the Mortgaged Property), in accordance with this Mortgage and the Credit
Concerning Mortgagee. SECTION 7.1. [Intentionally Omitted]................................. 27 ARTICLE VIII MISCELLANEOUS SECTION 8.1. Termination; Defeasance................................. 27 SECTION 8.2. Rights Cumulative; Waivers.............................. 28 SECTION 8.3. Fees and Expenses....................................... 28 SECTION 8.4. Indemnification......................................... 28 (a) Indemnity.................................................... 28 (b) Third-Party Beneficiaries.................................... 29 SECTION 8.5. Notices................................................. 29
Concerning Mortgagee. 25 SECTION 13.4. MORTGAGEE MAY PERFORM; MORTGAGEE APPOINTED ATTORNEY-IN-FACT............................................ 26 SECTION 13.5. CONTINUING SECURITY INTEREST; ASSIGNMENT.................... 26 SECTION 13.6.
Concerning Mortgagee. The Mortgagee has been appointed as Collateral Agent pursuant to the Priority Intercreditor Agreement. The actions of the Mortgagee hereunder are subject to the provisions of the
