Common use of Conditions Precedent to Trustee’s Obligation to Act Clause in Contracts

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a1) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b2) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Warrant Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Warrant Indenture, unless and until it shall have been required to do so under the terms of this Warrant Indenture; nor shall the Trustee be required to take notice of any Default or Event of Defaultdefault hereunder, other than in payment of any moneys required by this Warrant Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Defaultdefault, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Warrant Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1Section 6.6(a), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation Issuer of any of the obligations imposed under this the Indenture or to supervise or interfere with any of the activities of the CorporationIssuer, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default default or Event of Default by the Corporation Issuer or by any Holder, which notice shall distinctly specify such Default default or Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default default or Event of default Default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in subsection (1a), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a1) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b2) The obligation of the Trustee to do any of the actions referred to in (1Section 8.6(1), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee Trustees shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do notice or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, proceeding unless and until it shall have been they are required to do so under the terms of this Indenture; nor . No Trustee shall the Trustee be required to take notice of any Default or an Event of DefaultDefault under this Indenture, other than in respect of payment of any moneys money required by any provision of this Indenture to be paid to the Trusteeit, unless and until such Trustee is notified in writing of such Default or Event of Default by any Holder or the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in Issuer. In the absence of any such notice notice, the Trustee Trustees may conclusively for all purposes of this Indenture assume that no Default or Event of Default has occurred. Any The obligation of any Trustee to commence or continue any act, action or proceeding under this Indenture shall be conditional upon its receipt of the following: (a) a Holders’ Request, requisition in writing from the Issuer, or such other notice or requisition shall in no way limit any discretion given direction as is required pursuant to this Indenture, specifying the action or proceeding which such Trustee in this Indenture is requested, directed or authorized to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition.take, (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such act, action and or proceeding, and (c) an indemnity satisfactory to the such Trustee to protect and hold harmless the such Trustee against the costs, charges, expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee damages it may suffer by reason of such actionthereof.

Conditions Precedent to Trustee’s Obligation to Act. ‌ (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Warrant Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Warrant Indenture, unless and until it shall have been required to do so under the terms of this Warrant Indenture; nor shall the Trustee be required to take notice of any Default or Event of Defaultdefault hereunder, other than in payment of any moneys required by this Warrant Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Defaultdefault, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Warrant Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition.requisition.‌ (b) The obligation of the Trustee to do any of the actions referred to in (1Section 6.6(a), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do notice or take any act, action or Proceeding by virtue of the powers conferred on proceeding unless it by this Indenture, unless and until it shall have been is required to do so under the terms of this Indenture; nor . The Trustee shall the Trustee not be required to take notice of any Default or an Event of Default, other than in payment of any moneys required by Default under this Indenture to be paid to the TrusteeIndenture, unless and until the Trustee is notified in writing of such Default or Event of Default by any Noteholder or the Corporation or by any HolderCorporation, which notice shall distinctly specify of such Default or Event of Default, and in . In the absence of any such written notice the Trustee may conclusively for all purposes of this Indenture assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or any right of the Trustee or the Holders, proceeding under this Indenture shall be conditional upon its receipt of the Holders furnishingfollowing: (a) an Extraordinary Resolution, when Ordinary Resolution, Noteholders’ Request, requisition in writing, or such other notice or direction as is required by notice in writing by pursuant to this Indenture, specifying the Trusteeaction or proceeding which the Trustee is requested, directed or authorized to take; (b) sufficient funds to commence or continue such act, action and or proceeding; and (c) an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee damages it may suffer by reason of such actionthereof.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do notice or take any act, action or Proceeding by virtue of the powers conferred on proceeding unless it by this Indenture, unless and until it shall have been is required to do so under the terms of this Indenture; nor . The Trustee shall the Trustee not be required to take notice of any Default or an Event of DefaultDefault under this Indenture, other than in respect of payment of any moneys money required by any provision of this Indenture to be paid to the Trusteeit, unless and until the Trustee is notified in writing of such Default or Event of Default by any Noteholder or the Corporation Corporation, or by any Holder, which notice shall distinctly specify has specific knowledge of such Default or Event of Default, and in . In the absence of any such notice or knowledge, the Trustee may conclusively for all purposes of this Indenture assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or any right of the Trustee or the Holders, proceeding under this Indenture shall be conditional upon its receipt of the Holders furnishingfollowing: (a) an Extraordinary Resolution, when Ordinary Resolution, Noteholders' Request, requisition in writing, or such other notice or direction as is required by notice in writing by pursuant to this Indenture, specifying the Trusteeaction or proceeding which the Trustee is requested, directed or authorized to take; (b) sufficient funds to commence or continue such act, action and or proceeding; and (c) an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee damages it may suffer by reason of such actionthereof.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, notice or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by proceeding in virtue of the powers conferred on it by this Indenture, hereby unless and until it shall have been required so to do so under the terms hereof; nor, subject to any default which may come to the attention of this Indenture; nor the Trustee by virtue of the Corporation's compliance with or non-compliance with subsection 4.01(4), shall the Trustee be required to take notice of any Default or Event of Defaultdefault hereunder, other than in payment of any moneys required by this Indenture any provision hereof to be paid to the Trusteeit, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holderdefault, which notice shall distinctly specify such Default or Event the default desired to be brought to the attention of Defaultthe Trustee, and in the absence of any such notice the Trustee may for all purposes of this Indenture conclusively assume that the Corporation is not in default hereunder and that no Default default has been made with respect to the payment of principal or Event interest on the Notes or in the observance or performance of Default has occurredany of the covenants, agreements or conditions contained herein. Any such notice or requisition shall in no way limit any discretion herein given to the Trustee in this Indenture to determine whether or not to the Trustee shall take action with respect to any Default or Event of default or with respect to take action without any such requisition. (b) . The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or proceeding for the purpose of enforcing any right of the Trustee or the Holders, holders hereunder shall be conditional upon the Holders such holders' furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such act, action or proceeding and an indemnity reasonably satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, charges and expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee it may suffer by reason thereof. None of the provisions contained in this Indenture shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties or in the exercise of any of its rights or powers unless indemnified as aforesaid. The Trustee may, before commencing or at any time during the continuance of any such actionact, action or proceeding, require the Registered Noteholders at whose instance it is acting to deposit with the Trustee the Notes held by them, for which Notes the Trustee shall issue receipts.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, notice or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding proceeding by virtue of the powers conferred on it by this Indenture, hereby unless and until it shall have been required so to do so under the terms of this Indenturehereof; nor shall the Trustee be required to take notice or be deemed to have notice, actual or constructive, of any Default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trusteedefault hereunder, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holderdefault, which notice shall distinctly specify such Default or Event that the notice is in respect of Defaultthis Indenture and the default desired to be brought to the attention of the Trustee and, and in the absence of any such notice notice, the Trustee may for all purposes of this Indenture conclusively assume that no Default the Company is not in default hereunder or Event in the observance or performance of Default has occurredany of the covenants, agreements or conditions contained herein. Any such notice or requisition shall in no way limit any discretion herein given to the Trustee in this Indenture to determine whether or not to the Trustee shall take action with respect to any Default or Event of default or with respect to take action without any such requisition. (b) The . Subject to the Trustee's duty to act with the requisite standard of care, the obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or proceeding for the purpose of enforcing any right rights of the Trustee or the Holders, Warrantholders hereunder shall be conditional upon the Holders Warrantholders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such act, action or proceeding and an indemnity reasonably satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, charges and expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee it may suffer by reason thereof. None of the provisions contained in this Indenture shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties or in the exercise of any of its rights or powers. The Trustee may, before commencing or at any time during the continuance of any such actionact, action or proceeding, require the Warrantholders at whose instance it is acting to deposit with the Trustee the Warrants held by them, for which the Trustee shall issue receipts. The Trustee shall be liable only for its acts, errors or omissions in performing its duties and exercising its powers hereunder where such acts, errors or omissions are attributable solely to its own gross negligence or its own wilful misconduct, except that: (a) this Section 8.01 shall not be construed to limit the protective effect of Section 8.10 and Section 8.03; (b) the Trustee shall not be liable for any error of judgment made in good faith by a responsible officer or employee, unless it shall be proved that the Trustee was grossly negligent in ascertaining the pertinent facts or delegating to such officer or employee the ability to exercise such judgment; and (c) the Trustee shall not be liable with respect to any action taken or omitted to be taken by it in good faith in accordance with an Extraordinary Resolution relating to the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee under this Indenture with respect to the Warrants. Whether or not therein expressly so provided, every provision of this Indenture relating to the conduct or affecting the liability of or affording protection to the Trustee shall be subject to the provisions of this Section 8.01.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do notice or take any act, action or Proceeding by virtue of the powers conferred on proceeding unless it by this Indenture, unless and until it shall have been is required to do so under the terms of this Indenture; . The Trustee shall not be deemed to have notice of nor shall the Trustee be required to take notice of any Default or Event of DefaultDefault under this Indenture, other than in respect of payment of any moneys money required by any provision of this Indenture to be paid to the Trusteeit, unless and until the Trustee is notified in writing of such Default or Event of Default by any Noteholder or the Corporation or by any HolderIssuer, which notice shall will distinctly specify such the Event of Default desired to be brought to the attention of the Trustee, or unless a responsible officer of the Trustee has specific knowledge of an Event of Default, and in . In the absence of any such notice or knowledge, the Trustee may conclusively for all purposes of this Indenture assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or any right of the Trustee or the Holders, shall proceeding under this Indenture will be conditional upon the Holders furnishing, when required by notice in writing receipt by the TrusteeTrustee of the following: (i) an Extraordinary Resolution, Ordinary Resolution, Noteholders' Request, or such other notice or direction as is required pursuant to this Indenture, specifying the action or proceeding which the Trustee is requested, directed or authorized to take; (ii) sufficient funds and security to commence or continue such act, action and or proceeding; and (iii) an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee it may suffer by reason thereof (except to the extent of such actionthe Trustee's gross negligence, intentional fault, wilful misconduct or lack of good faith).

Conditions Precedent to Trustee’s Obligation to Act. ‌ (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1a), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, notice or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by proceeding in virtue of the powers conferred on it by this Indenture, hereby unless and until it shall have been required so to do so under the terms hereof; nor, subject to any default which may come to the attention of this Indenture; nor the Trustee by virtue of the Company’s compliance with or non-compliance with subsection 7.01(3), shall the Trustee be required to take notice of any Default or Event of Defaultdefault hereunder, other than in payment of any moneys required by this Indenture any provision hereof to be paid to the Trusteeit, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holderdefault, which notice shall distinctly specify such Default or Event the default desired to be brought to the attention of Defaultthe Trustee, and in the absence of any such notice the Trustee may for all purposes of this Indenture conclusively assume that the Company is not in default hereunder and that no Default default has been made with respect to the payment of principal or Event interest on the Debentures or in the observance or performance of Default has occurredany of the covenants, agreements or conditions contained herein. Any such notice or requisition shall in no way limit any discretion herein given to the Trustee in this Indenture to determine whether or not to the Trustee shall take action with respect to any Default or Event of default or with respect to take action without any such requisition. (b) . The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or proceeding for the purpose of enforcing any right of the Trustee or the Holders, Debentureholders hereunder shall be conditional upon the Holders Debentureholders’ furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such act, action or proceeding and an indemnity reasonably satisfactory to the Trustee to protect and hold harmless the Trustee and its officers, directors and employees against the costs, charges, charges and expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee it may suffer by reason thereof. None of the provisions contained in this Indenture shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties or in the exercise of any of its rights or powers unless indemnified as aforesaid. The Trustee may, before commencing or at any time during the continuance of any such actionact, action or proceeding, require the Debentureholders at whose instance it is acting to deposit with the Trustee the Debentures held by them, for which Debentures the Trustee shall issue receipts.

Conditions Precedent to Trustee’s Obligation to Act. ‌ (a1) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b2) The obligation of the Trustee to do any of the actions referred to in (1Section 8.6(1), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation Company of any of the obligations imposed under this the Indenture or to supervise or interfere with any of the activities of the CorporationCompany, or to do or take any act, action or Proceeding proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default or an Event of Default by the Corporation Company or by any Holder, which notice shall distinctly specify such Default or an Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default Default or with respect to any such requisition. (b) . The obligation of the Trustee to do any of the actions referred to in (1), this Section including to commence or to continue any Proceeding proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action. None of the provisions contained in this Indenture shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties or obligations or in the exercise of any of its rights or powers unless funded and indemnified as aforesaid. The Trustee may, before commencing or at any time during the continuance of any such act, action or proceeding, require the Holders at whose instance it is acting to deposit with the Trustee the Debentures held by them, for which Debentures the Trustee shall issue receipts.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, notice or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by proceeding in virtue of the powers conferred on it by this Indenture, hereby unless and until it shall have been required so to do so under the terms hereof; nor, subject to any default which may come to the attention of this Indenture; nor the Trustee by virtue of the Corporation’s compliance with or non-compliance with subsection 4.1 (e), shall the Trustee be required to take notice of any Default or Event of Defaultdefault hereunder, other than in payment of any moneys required by this Indenture any provision hereof to be paid to the Trusteeit, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holderdefault, which notice shall distinctly specify such Default or Event the default desired to be brought to the attention of Defaultthe Trustee, and in the absence of any such notice the Trustee may for all purposes of this Indenture conclusively assume that the Corporation is not in default hereunder and that no Default default has been made with respect to the payment of principal or Event interest on the Notes or in the observance or performance of Default has occurredany of the covenants, agreements or conditions contained herein. Any such notice or requisition shall in no way limit any discretion herein given to the Trustee in this Indenture to determine whether or not to the Trustee shall take action with respect to any Default or Event of default or with respect to take action without any such requisition. (b) . The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or proceeding for the purpose of enforcing any right of the Trustee or the Holders, holders hereunder shall be conditional upon the Holders such holders’ furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such act, action or proceeding and an indemnity reasonably satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, charges and expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee it may suffer by reason thereof. None of the provisions contained in this Indenture shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties or in the exercise of any of its rights or powers unless indemnified as aforesaid. The Trustee may, before commencing or at any time during the continuance of any such actionact, action or proceeding, require the Registered Noteholders at whose instance it is acting to deposit with the Trustee the Notes held by them, for which Notes the Trustee shall issue receipts.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Neither Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do notice or take any act, action or Proceeding by virtue of the powers conferred on proceeding unless it by this Indenture, unless and until it shall have been is required to do so under the terms of this Indenture; nor . Neither Trustee shall the Trustee be required to take notice of any Default or an Event of DefaultDefault under this Indenture, other than in respect of payment of any moneys money required by any provision of this Indenture to be paid to the Trusteeit, unless and until notified such Trustee has received notice in writing of such Default or Event of Default by any Debentureholder or the Corporation or by any Holder, which notice shall distinctly specify unless an officer of such Default or Trustee has specific knowledge of such Event of Default, and in . In the absence of any receipt of such notice or knowledge, the Trustee Trustees may conclusively for all purposes of this Indenture assume that no Default or Event of Default has occurred. Any The obligation of each Trustee to commence or continue any act, action or proceeding under this Indenture shall be subject to Section 13.3(d) and conditional upon its receipt of the following: (a) an Extraordinary Resolution, Ordinary Resolution, Debentureholders’ Request, requisition in writing, or such other notice or requisition shall in no way limit any discretion given direction as is applicable and as required pursuant to this Indenture, specifying the action or proceeding which the Trustee in this Indenture is requested, directed or authorized to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition.take, (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such act, action and or proceeding, and (c) an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee damages it may suffer by reason thereof except in the event of gross negligence or willful misconduct of such action.Trustee; and (d) at the Trustee’s election, the Opinion of Corporation Counsel and Officer’s Certificate under Section 13.13; The Trustees may refuse to follow any direction that conflicts with applicable law or this Indenture, that the Trustee determines may be unduly prejudicial to other Holders, or that may involve the Trustee in personal liability

Conditions Precedent to Trustee’s Obligation to Act. (a1) The Trustee shall is not be bound to give any notice, notice or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been is required so to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default or Event of Default, default other than in payment of any moneys required by this Indenture to be paid to the Trusteeit, unless and until notified in writing of such Default or Event of Default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in default. In the absence of any such notice notice, the Trustee may may, for all purposes of this Indenture, conclusively assume that no Default the Corporation is not in default with respect to the payment of principal of, or Event interest on, the Bonds or in the observance or performance of Default has occurredany of its covenants, agreements or conditions. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to it shall take any action with respect to any Default or Event of default or with respect to any such requisitiondefault. (b2) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding action or any right proceeding for the purpose of the Trustee enforcing its or the Holders, Bondholders' rights shall be conditional upon the Holders furnishingBondholders providing, when required by notice in writing by from the Trustee, (i) sufficient funds to commence or continue such the action or proceeding, and (ii) an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costscost, charges, expenses and liabilities which may result from such action to be incurred and any loss and damage it may suffer. (3) None of the provisions contained in this Indenture shall require the Trustee may suffer to spend or risk its own funds or otherwise incur financial liability in the performance of any of its duties or in the exercise of any of its rights or powers unless indemnified and funded pursuant to Section 11.1(2). (4) The Trustee may, before commencing or at any time during the continuance of any such action or proceeding, require the Bondholders at whose instance it is acting to deposit with the Trustee the Bonds held by reason of such actionthem provided the Trustee issues receipts to the relevant Bondholders.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation Issuer of any of the obligations imposed under this the Indenture or to supervise or interfere with any of the activities of the CorporationIssuer, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default by the Corporation Issuer or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default Default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1subsection 14.8(a), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do notice or take any act, action or Proceeding by virtue of the powers conferred on proceeding unless it by this Indenture, unless and until it shall have been is required to do so under the terms of this Indenture; nor . The Trustee shall the Trustee not be required to take notice of any Default or Event of DefaultDefault under this Indenture, other than in respect of payment of any moneys money required by any provision of this Indenture to be paid to the Trusteeit, unless and until the Trustee is notified in writing of such Default or Event of Default by any Noteholder or the Corporation or by any HolderIssuer, which notice shall will distinctly specify such the Event of Default desired to be brought to the attention of the Trustee, or unless a responsible officer of the Trustee has specific knowledge of an Event of Default, and in . In the absence of any such notice or knowledge, the Trustee may conclusively for all purposes of this Indenture assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or any right of the Trustee or the Holders, shall proceeding under this Indenture will be conditional upon the Holders furnishing, when required by notice in writing receipt by the TrusteeTrustee of the following: (i) an Extraordinary Resolution, Ordinary Resolution, Noteholders’ Request, or such other notice or direction as is required pursuant to this Indenture, specifying the action or proceeding which the Trustee is requested, directed or authorized to take; (ii) sufficient funds and security to commence or continue such act, action and or proceeding; and (iii) an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee it may suffer by reason of such actionthereof.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation Issuer of any of the obligations imposed under this the Indenture or to supervise or interfere with any of the activities of the CorporationIssuer, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Indenture, unless and until it shall have been required to do so under the terms of this Indenture; nor shall the Trustee be required to take notice of any Default default or Event of Default, other than in payment of any moneys required by this Indenture to be paid to the Trustee, unless and until notified in writing of such Default default or Event of Default by the Corporation Issuer or by any Holder, which notice shall distinctly specify such Default default or Event of Default, and in the absence of any such notice the Trustee may conclusively assume that no Default default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default default or Event of default Default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do notice or take any act, action or Proceeding by virtue of the powers conferred on proceeding unless it by this Indenture, unless and until it shall have been is required to do so under the terms of this Indenture; nor . The Trustee shall the Trustee not be required to take notice of any Default or an Event of DefaultDefault under this Indenture, other than in respect of payment of any moneys money required by any provision of this Indenture to be paid to the Trusteeit, unless and until the Trustee is notified in writing of such Default or Event of Default by any Debentureholder or the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in Corporation. In the absence of any such written notice the Trustee may conclusively for all purposes of this Indenture assume that no Default or Event of Default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or any right of the Trustee or the Holders, proceeding under this Indenture shall be conditional upon its receipt of the Holders furnishingfollowing: (a) an Extraordinary Resolution, when Ordinary Resolution, Debentureholders’ Request, requisition in writing, or such other notice or direction as is required by notice in writing by pursuant to this Indenture, specifying the Trusteeaction or proceeding which the Trustee is requested, directed or authorized to take; (b) sufficient funds to commence or continue such act, action and or proceeding; and (c) an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee damages it may suffer by reason of such actionthereof.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Warrant Indenture or to supervise or interfere with any of the activities of the Corporation, or to do or take any act, action or Proceeding by virtue of the powers conferred on it by this Warrant Indenture, unless and until it shall have been required to do so under the terms of this Warrant Indenture; nor shall the Trustee be required to take notice of any Default or Event of Defaultdefault hereunder, other than in payment of any moneys required by this Warrant Indenture to be paid to the Trustee, unless and until notified in writing of such Default or Event of Default default by the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Defaultdefault, and in the absence of any such notice the Trustee may conclusively assume that no Default or Event of Default default has occurred. Any such notice or requisition shall in no way limit any discretion given to the Trustee in this Warrant Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) The obligation of the Trustee to do any of the actions referred to in (1Section 7.6(a), including to commence or to continue any Proceeding or any right of the Trustee or the Holders, shall be conditional upon the Holders furnishing, when required by notice in writing by the Trustee, sufficient funds to commence or continue such action and an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action and any loss and damage the Trustee may suffer by reason of such action.

Conditions Precedent to Trustee’s Obligation to Act. (a) The Trustee shall not be bound to give any notice, or to do, observe or perform or see to the observance or performance by the Corporation of any of the obligations imposed under this Indenture or to supervise or interfere with any of the activities of the Corporation, or to do notice or take any act, action or Proceeding by virtue of the powers conferred on proceeding unless it by this Indenture, unless and until it shall have been is required to do so under the terms of this Indenture; nor . The Trustee shall the Trustee not be required to take notice of any Default or an Event of DefaultDefault under this Indenture, other than in respect of payment of any moneys money required by any provision of this Indenture to be paid to the Trusteeit, unless and until the Trustee is notified in writing of such Default or Event of Default by any Noteholder or the Corporation or by any Holder, which notice shall distinctly specify such Default or Event of Default, and in Issuer. In the absence of any such notice notice, the Trustee may conclusively for all purposes of this Indenture assume that no Default or Event of Default has occurred. Any such notice or requisition The Issuer shall in no way limit any discretion given provide to the Trustee an incumbency certificate setting out the names and sample signatures of the Authorized Officers, from time to time. The Trustee shall be entitled to rely on such certificate until a revised certificate is provided to it. The Trustee shall be entitled to refuse to act upon any instructions given by a party which are signed by any person other than a person described in the incumbency certificate provided to it pursuant to this Indenture to determine whether or not to take action with respect to any Default or Event of default or with respect to any such requisition. (b) Section 13.5. The obligation of the Trustee to do any of the actions referred to in (1), including to commence or to continue any Proceeding act, action or any right of the Trustee or the Holders, proceeding under this Indenture shall be conditional upon its receipt of the Holders furnishingfollowing: (a) an Extraordinary Resolution, when Ordinary Resolution, Noteholders’ Request, requisition in writing, or such other notice or direction as is required by notice in writing by pursuant to this Indenture, depending upon the Trusteeparticular matter at issue, specifying the action or proceeding which the Trustee is requested, directed or authorized to take, (b) sufficient funds to commence or continue such act, action and or proceeding, and (c) an indemnity satisfactory to the Trustee to protect and hold harmless the Trustee against the costs, charges, expenses and liabilities which may result from such action to be incurred thereby and any loss and damage the Trustee damages it may suffer by reason thereof (except to the extent of such actionthe Trustee’s negligence, wilful misconduct, failure to act in good faith, or undisclosed conflict of interest).