Reliance by Collateral Trustee. (a) Whenever in the administration of the trusts of this Agreement the Collateral Trustee shall deem it necessary or desirable that a matter be proved or established with respect to any Grantor in connection with the taking, suffering or omitting of any action hereunder by the Collateral Trustee, such matter (unless other evidence in respect thereof is herein specifically prescribed) may be deemed to be conclusively proved or established by a certificate of a Responsible Officer of such Grantor delivered to the Collateral Trustee, and such certificate shall be full warranty to the Collateral Trustee for any action taken, suffered or omitted in reliance thereon; subject, however, to the provisions of Section 6.5(b) of this Agreement.
Reliance by Collateral Trustee. (a) Whenever in the administration of the trusts of this Agreement the Collateral Trustee shall deem it necessary or advisable that a matter be proved or established in connection with the taking of any action hereunder by the Collateral Trustee, such matter (unless other evidence in respect thereof be herein specifically prescribed) may be deemed to be conclusively provided or established by a certificate of an officer of Warnaco delivered to the Collateral Trustee, and such officer's certificate shall be full warranty to the Collateral Trustee for any action taken, suffered or omitted in reliance thereon.
Reliance by Collateral Trustee. (a) Whenever in the administration of this Agreement or the Trust Security Documents the Collateral Trustee shall deem it necessary or desirable that a factual matter be proved or established in connection with the Collateral Trustee taking, suffering or omitting any action hereunder or thereunder, such matter (unless other evidence in respect thereof is herein specifically prescribed) may be deemed to be conclusively proved or established by a certificate of a Responsible Officer of a Grantor delivered to the Collateral Trustee, and such certificate shall be full warrant to the Collateral Trustee for any action taken, suffered or omitted in reliance thereon, subject, however, to the provisions of Section 5.5.
Reliance by Collateral Trustee. (a) Whenever in the administration of this Trust Agreement, the Second Priority Guarantees or the Second Priority Security Documents the Collateral Trustee shall deem it necessary or desirable that a factual matter be proved or established in connection with the Collateral Trustee taking, suffering or omitting any action hereunder or thereunder, such matter (unless other evidence in respect thereof is herein specifically prescribed) may be deemed in the absence of actual knowledge of a Responsible Collateral Trustee Officer to the contrary to be conclusively proved or established by a certificate of a Responsible Officer of Satmex or of the Indenture Trustee delivered to the Collateral Trustee, and such certificate shall be full warrant to the Collateral Trustee for any action taken, suffered or omitted in reliance thereon, subject, however, to the provisions of subsection 8.5.
Reliance by Collateral Trustee. (a) Whenever in the administration of the trusts of this Agreement or, pursuant to any other Shared Collateral Document, the Collateral Trustee shall deem it necessary or desirable that a matter be proved or established in connection with the taking, suffering or omitting any action hereunder by the Collateral Trustee unless otherwise provided herein (including, without limitation, the determination of the composition of the Required Representatives), such matter (unless other evidence in respect thereof be herein specifically prescribed) may be deemed to be conclusively proved or established by a certificate of an officer or the Controller of the Grantor delivered to the Collateral Trustee and the Representatives, and such certificate shall constitute a full warranty to the Collateral Trustee for any action taken, suffered or omitted in reliance thereon unless (i) the Collateral Trustees shall have actual knowledge of an inaccuracy therein or (ii) any Representative shall provide contrary information in writing with respect to such matter within 10 days of the date of such certificate, in which case unless such Representative and the Grantor can reach agreement on such issue within a period of 10 days, the Collateral Trustee shall appoint, at the expense of the Grantor, an American Arbitration Association arbitrator (who shall be reasonably acceptable to the Grantor and such Representative) to resolve the dispute.
Reliance by Collateral Trustee. (a) Whenever in the administration of this Collateral Trust Agreement or the Trust Security Documents the Collateral Trustee shall deem it necessary or desirable that a factual matter be proved or established in connection with the Collateral Trustee taking, suffering or omitting any action hereunder or thereunder, such matter (unless other evidence in respect thereof is herein specifically prescribed) may be deemed to be conclusively proved or established by a certificate of a Responsible Officer of the Company or Controlling Party, as applicable, delivered to the Collateral Trustee, and such certificate shall be full warrant to the Collateral Trustee for any action taken, suffered or omitted in reliance thereon, subject, however, to the provisions of subsection 5.5.
Reliance by Collateral Trustee. (a) Whenever in the administration of the trusts of this Agreement the Collateral Trustee shall deem it necessary or desirable that a matter be proved or established in connection with the taking, suffering or omitting any action hereunder by the Collateral Trustee unless otherwise provided herein, such matter (unless other evidence in respect thereof be herein specifically prescribed) may be deemed to be conclusively proved or established by a certificate of an Authorized Officer of the Grantor delivered to the Collateral Trustee and the OTS, and such certificate shall constitute a full warranty to the Collateral Trustee for any action taken, suffered or omitted in reliance thereon unless (i) the Collateral Trustee shall have actual knowledge of an inaccuracy therein or (ii) the OTS shall provide contrary information with respect to such matter within 30 days of receipt thereof by the OTS, in which case the Collateral Trustee may conclusively rely on the information provided by the OTS.
Reliance by Collateral Trustee. (a) Whenever in the administration of the trusts of this Agreement or, pursuant to any other Security Document, the Collateral Trustee shall deem it necessary or desirable that a matter be proved or established for the purpose of the taking, suffering or omitting any action by the Collateral Trustee or any of its co-trustees, agents or sub-agents, unless otherwise provided herein and provided no Default Period then exists, such matter may be deemed to be conclusively proved or established by a certificate of an Authorized Officer of the Company delivered to the Collateral Trustee and each of the Secured Debt Representatives, and such certificate shall constitute a full warranty to the Collateral Trustee or any of its co-trustees, agents or sub-agents for any action taken, suffered or omitted in reliance thereon unless (i) the Collateral Trustee shall have actual knowledge of an inaccuracy therein or (ii) unless otherwise provided herein any Secured Debt Representative shall provide contrary information in writing with respect to such matter within ten (10) Business Days after receipt thereof by such Secured Debt Representative, in which case, unless such Secured Debt Representative and the Company can reach agreement on such issue within a period of ten (10) Business Days, the Collateral Trustee shall appoint, at the expense of the Company, an independent arbitrator (who shall be reasonably acceptable to the Company and the Secured Debt Representatives) to resolve the dispute. If a Default exists, such matter shall be deemed to be conclusively established as directed in an Act of the Guaranteed Debtholders.
Reliance by Collateral Trustee. 131 SECTION 10.5. SUPPLEMENTAL PROVISIONS RELATING TO THE COLLATERAL TRUSTEE.........................133 SECTION 10.6. LIMITATIONS AND DUTIES OF COLLATERAL TRUSTEE.134 SECTION 10.7. PROCEEDS TO BE HELD IN TRUST.................134 SECTION 10.8. RESIGNATION AND REMOVAL OF THE COLLATERAL TRUSTEE.........................134 SECTION 10.9. STATUS OF SUCCESSOR COLLATERAL TRUSTEE.......136 SECTION 10.10.
Reliance by Collateral Trustee. (a) Whenever in the administration of this Agreement, the Security Documents or any other Financing Document to which it is a party, the Collateral Trustee shall deem it necessary or desirable that any Collateral received by the Collateral Trustee is in a form acceptable to the Secured Parties or that a factual matter be proved or established in connection with the Collateral Trustee taking, suffering or omitting the exercise of any power, discretion or authority or any action under this Agreement or any of the Financing Documents, such matter (unless other evidence in respect thereof is prescribed herein or in any other Financing Document to which it is a party) may be deemed to be conclusively proved or established by Proper Instructions from the Proper Parties, delivered to the Collateral Trustee, and such Proper Instructions shall be full warrant and protection to the Collateral Trustee for any power, discretion, authority or action taken, suffered or omitted in reliance thereon and the Collateral Trustee shall not be responsible for any loss occasioned thereby.
