Common use of Reliance; Advice of Counsel Clause in Contracts

Reliance; Advice of Counsel. (a) The Co-Trustees may rely upon, shall be protected in relying upon, and shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees may for all purposes hereof rely on a certificate, signed by the president or any vice president or by the treasurer or other authorized officers of the relevant party, as to such fact or matter and such certificate shall constitute full protection to the Co-Trustees for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Documents, the Co-Trustees (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees shall not be liable for anything done, suffered or omitted in good faith by them in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and not contrary to this Agreement or any other Basic Document.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely uponExcept to the extent otherwise provided in Section 7.1, shall be protected in relying upon, and the Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, bond or other document or paper (whether in its original or facsimile form) believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees Trustee may for all purposes hereof rely on a certificate, signed by the president or president, any vice president or by president, the treasurer or other authorized officers of the relevant party, party as to such fact or matter matter, and such certificate shall constitute full protection to the Co-Trustees Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Documents, the Co-Trustees Trustee: (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees Trustee shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees Trustee with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees Trustee shall not be liable for anything done, suffered or omitted in good faith by them it in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and which opinion or advice states that such action is not contrary to this Agreement or any other Basic Document.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely uponExcept to the extent otherwise provided in Section 7.1, shall be protected in relying upon, and the Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, bond or other document or paper (whether in its original or facsimile form) believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees Trustee may for all purposes hereof rely on a certificate, signed by the president or president, any vice president or by the treasurer president, any treasurer, any assistant treasurer, any secretary, any assistant secretary or other authorized officers of the relevant party, party as to such fact or matter matter, and such certificate shall constitute full protection to the Co-Trustees Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Documents, the Co-Trustees Trustee: (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees Trustee shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees Trustee with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees Trustee shall not be liable for anything done, suffered or omitted in good faith by them it in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and which opinion or advice states that such action is not contrary to this Agreement or any other Basic Document.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely uponExcept to the extent otherwise provided in Section 7.1, shall be protected in relying upon, and the Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, bond or other document or paper (whether in its original or facsimile form believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees Trustee may for all purposes hereof rely on a certificate, signed by the president or president, any vice president or by president, the treasurer or other authorized officers of the relevant party, party as to such fact or matter matter, and such certificate shall constitute full protection to the Co-Trustees Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Documents, the Co-Trustees Trustee: (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees Trustee shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees Trustee with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees Trustee shall not be liable for anything done, suffered or omitted in good faith by them it in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and which opinion or advice states that such action is not contrary to this Agreement or any other Basic Document.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely upon, shall be protected in relying upon, and shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees may for all purposes hereof rely on a certificate, signed by the president or any vice president or by the treasurer or other authorized officers of the relevant party, as to such fact or matter and such certificate shall constitute full protection to the Co-Trustees for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Documents, ,the Co-Trustees (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees shall not be liable for anything done, suffered or omitted in good faith by them in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and not contrary to this Agreement or any other Basic Document.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely uponExcept to the extent otherwise provided in Section 6.1, shall be protected in relying upon, and the Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, bond or other document or paper (whether in its original or facsimile form believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees Trustee may for all purposes hereof rely on a certificate, signed by the president or president, any vice president or by president, the treasurer or other authorized officers of the relevant party, party as to such fact or matter matter, and such certificate shall constitute full protection to the Co-Trustees Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Related Documents, the Co-Trustees Trustee: (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees Trustee shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees Trustee with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees Trustee shall not be liable for anything done, suffered or omitted in good faith by them it in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and not contrary to this Agreement or any other Basic DocumentPerson.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely upon, Trustee shall be protected in relying upon, and shall not incur no any liability to anyone any Person in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, or other document or paper believed by it him to be genuine and believed by it him to be signed by the proper party or parties. The Co-Trustees Trustee may accept and rely upon a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter matter, the method manner of the determination ascertainment of which is not specifically prescribed herein, the Co-Trustees Trustee may for all purposes hereof rely on a certificate, signed by the president or any vice president or by the treasurer or other authorized officers an officer's certificate of the relevant party, as to such fact or matter matter, and such certificate shall constitute full protection to the Co-Trustees Trustee for any action taken or omitted to be taken by it him in good faith in reliance thereon. (b) . In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic DocumentsTrusts hereunder, the Co-Trustees (i) Trustee may act execute any of the trusts or powers hereof and perform his powers and duties hereunder directly or indirectly or through its agents or attorneys pursuant to agreements entered into with any and may, at the expense of themthe Trust, and the Co-Trustees shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees with reasonable care, and (ii) may consult with counsel, accountants accountants, and other skilled Persons persons to be selected with reasonable care and employed by it. The Co-Trustees him, and the Trustee shall not be liable for anything done, suffered suffered, or omitted in good faith by them it in accordance with the written advice or opinion or advice of any such counsel, accountants accountants, or other such Persons skilled persons and not contrary to express provisions of this Agreement Agreement, unless the selection of such counsel, accountants, or any other Basic Documentpersons shall have been made with negligence, willful misconduct or bad faith.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely upon, shall be protected in relying upon, and shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees may for all purposes hereof rely on a certificate, signed by the president or any vice president or by the treasurer or other authorized officers of the relevant party, as to such fact or matter and such certificate shall constitute full protection to the Co-Trustees for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Documents, the Co-Trustees (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees shall not be liable for anything done, suffered or omitted in good faith by them in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and not contrary to this Agreement or any other Basic Document.by

Reliance; Advice of Counsel. (a) The Co-Trustees may rely uponExcept to the extent otherwise provided in Section 6.1, shall be protected in relying upon, and the Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, bond or other document or paper (whether in its original or facsimile form believed by it to be genuine and believed by it to be signed by the proper party or parties). The Co-Trustees Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees Trustee may for all purposes hereof rely on a certificate, signed by the president or president, any vice president or by president, the treasurer or other authorized officers of the relevant party, party as to such fact or matter matter, and such certificate shall constitute full protection to the Co-Trustees Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Related Documents, the Co-Trustees Trustee: (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees Trustee shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees Trustee with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees Trustee shall not be liable for anything done, suffered or omitted in good faith by them it in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and which opinion or advice states that such action is not contrary to this Agreement or any other Basic Related Document.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely upon, shall be protected in relying upon, and shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees may for all purposes hereof rely on a certificate, signed by the president or any vice president or by the treasurer or other authorized officers cers of the relevant party, as to such fact or matter and such certificate shall constitute full protection to the Co-Trustees for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Documents, the Co-Trustees (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees shall not be liable for anything done, suffered or omitted in good faith by them in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and not contrary to this Agreement or any other Basic Document.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely upon, shall be protected in relying upon, and Neither the Agent nor the Lessor shall incur no any liability to anyone any Person in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, bond or other document or paper reasonably believed by it to be genuine and believed by it in good faith to be signed by the proper party or parties. The Co-Trustees Each of the Agent and the Lessor may accept and rely upon a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method manner of the determination ascertainment of which is not specifically prescribed herein, each of the Co-Trustees Agent and the Lessor may for all purposes hereof of the Operative Agreements rely on a certificate, signed by the president or any vice president or by the treasurer or other authorized officers an Officer’s Certificate of the relevant party, as to such fact or matter matter, and such certificate shall constitute full protection to each of the Co-Trustees Agent and the Lessor for any action taken or omitted to be taken by it reasonably in good faith in reliance thereon. (b) . In the exercise or administration of each of the trusts hereunder Agent’s and in the performance of its duties and obligations under this Agreement or the other Basic DocumentsLessor’s duties, the Co-Trustees (i) Lessor may act execute and perform its powers and duties directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees , and neither the Agent nor the Lessor shall not be liable for anything done, suffered or omitted reasonably in good faith by them it in accordance with the written advice or opinion or advice of any such counsel, accountants or other such skilled Persons and not contrary to this Agreement or any other Basic Documentthe Operative Agreements.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely uponExcept to the extent otherwise provided in Section 7.1, shall be protected in relying upon, and the Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, bond or other document or paper (whether in its original or facsimile form believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees Trustee may for all purposes hereof rely on a certificate, signed by the president or president, any vice president or by president, the treasurer or other authorized officers of the relevant party, party as to such fact or matter matter, and such certificate shall constitute full protection to the Co-Trustees Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Related Documents, the Co-Trustees Trustee: (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees Trustee shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees Trustee with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees Trustee shall not be liable for anything done, suffered or omitted in good faith by them it in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and which opinion or advice states that such action is not contrary to this Agreement or any other Basic Related Document.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely uponExcept to the extent otherwise provided in Section 6.1, shall be protected in relying upon, and the Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, bond or other document or paper (whether in its original or facsimile form believed by it to be genuine and believed by it to be signed by the proper party or parties). The Co-Trustees Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive Amended and Restated Trust Agreement evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees Trustee may for all purposes hereof rely on a certificate, signed by the president or president, any vice president or by president, the treasurer or other authorized officers of the relevant party, party as to such fact or matter matter, and such certificate shall constitute full protection to the Co-Trustees Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Related Documents, the Co-Trustees Trustee: (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees Trustee shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees Trustee with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees Trustee shall not be liable for anything done, suffered or omitted in good faith by them it in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and which opinion or advice states that such action is not contrary to this Agreement or any other Basic Related Document.

Reliance; Advice of Counsel. (a) The Co-Trustees may rely uponExcept to the extent otherwise provided in Section 7.1, shall be protected in relying upon, and the Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, bond or other document or paper (whether in its original or facsimile form) believed by it to be genuine and believed by it to be signed by the proper party or parties. The Co-Trustees Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Co-Trustees Trustee may for all purposes hereof rely on a certificate, signed by the president or president, any vice president or by president, the treasurer or other authorized officers of the relevant party, party as to such fact or matter matter, and such certificate shall constitute full protection to the Co-Trustees Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon. (b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the other Basic Related Documents, the Co-Trustees Trustee: (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Co-Trustees Trustee shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Co-Trustees Trustee with reasonable care, and (ii) may consult with counsel, accountants and other skilled Persons to be selected with reasonable care and employed by it. The Co-Trustees Trustee shall not be liable for anything done, suffered or omitted in good faith by them it in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and not contrary to this Agreement or any other Basic DocumentPersons.