Common use of Reliance Upon Certificates, Counsel and Agents Clause in Contracts

Reliance Upon Certificates, Counsel and Agents. Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreement, any request, direction, order or demand of Owner Participant or Lessee mentioned in this Trust Agreement or in any of the other Owner Trustee Agreements shall be sufficiently evidenced by written instruments signed by the Chairman of the Board, the President, any Vice President or any other officer and in the name of Owner Participant or Lessee, as the case may be. Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary or an Assistant Secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreement, Owner Trustee may, absent Actual Knowledge to the contrary, for all purposes rely on a certificate signed by the Chairman of the Board, the President, any Vice President or any other officer of Lessee, and the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of Lessee, as to such fact or matter, and such certificate shall constitute full protection to Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewith. In the administration of trusts under this Trust Agreement, Owner Trustee may execute any of the trusts or powers and perform its powers and duties under this Trust Agreement directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled persons.

Reliance Upon Certificates, Counsel and Agents. The Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Documents to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by a person purporting to be the Chairman chairman of the Boardboard, the Presidentpresident, any Vice President executive vice president, any senior vice president or any other officer vice president or a managing director and in the name of the Owner Participant or Lessee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary secretary or an Assistant Secretary any assistant secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof rely on a certificate signed by a person purporting to be the Chairman chairman of the Boardboard, the Presidentpresident, any Vice President executive vice president, any senior vice president or any other officer of Lessee, and the Treasurer vice president or an Assistant Treasurer or the Secretary or an Assistant Secretary a managing director of Lessee, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. The Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons and the Owner Trustee shall not be liable for the negligence of any such agent, attorney, counsel, accountant or other skilled person appointed by it with due care hereunder.

Reliance Upon Certificates, Counsel and Agents. The ---------------------------------------------- Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant Participant, Lessee or Lessee the Indenture Trustee mentioned in this Trust Agreement herein or in any of the other Operative Agreements to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by the Chairman a person purporting to be an officer of the BoardOwner Participant, Lessee or the President, any Vice President or any other officer and in the name of Owner Participant or LesseeIndenture Trustee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, the Owner Participant or the Indenture Trustee, as the case may be, certified by the Secretary or an Assistant Secretary of Lessee Lessee, the Owner Participant or the Indenture Trustee, as the case may be, as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge actual knowledge to the contrary, for all purposes hereof rely on a certificate signed by the Chairman of the Board, the President, any Vice President or any other an officer of Lessee, and the Treasurer or an Assistant Treasurer Owner Participant or the Secretary or an Assistant Secretary of LesseeIndenture Trustee, as the case may be, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of the trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or exercise its powers and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense Owner Trustee shall not be liable for the default or misconduct of any agents or attorneys selected by it with reasonable care. In the administration of the Trust Estatetrusts hereunder, the Owner Trustee may consult with counsel, accountants and other skilled persons to be selected and employed by it. the Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons selected by it with reasonable care.

Reliance Upon Certificates, Counsel and Agents. The Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it in good faith to be genuine and reasonably believed by it in good faith to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Agreements to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by the Chairman of the Board, the President, any Vice President President, the Treasurer or any other duly authorized officer or representative and in the name of any such Owner Participant or Lessee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of LesseeLessee or the Owner Participant, as the case may be, certified by the Secretary or an Assistant Secretary of Lessee or the Owner Participant, as the case may be, as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof rely on a certificate signed by the Chairman of the Board, the President, any Vice President President, the Treasurer or any other duly authorized officer or representative of Lessee, and the Treasurer or an Assistant Treasurer Lessee or the Secretary or an Assistant Secretary of LesseeOwner Participant, as the case may be, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. The Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion opinion, within the scope of such person's competence, of any such counsel, accountants or other skilled personspersons and the Owner Trustee shall not be liable for the negligence of any such counsel, accountant or other skilled person appointed by it with due care hereunder.

Reliance Upon Certificates, Counsel and Agents. The Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Agreements to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by the Chairman a person purporting to be a Responsible Officer of the Board, the President, any Vice President or any other officer and in the name of Owner Participant or Lessee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors of Lessee or Executive Committee of Lesseethe Owner Participant, as the case may be, certified by the Secretary or an Assistant Secretary of Lessee or the Owner Participant, as the case may be, as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge actual knowledge to the contrary, for all purposes hereof rely on a certificate signed by the Chairman a Responsible Officer of the Board, the President, any Vice President or any other officer of Lessee, and the Treasurer or an Assistant Treasurer Lessee or the Secretary or an Assistant Secretary of LesseeOwner Participant, as the case may be, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of the trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or exercise its powers and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense Owner Trustee shall not be liable for the default or misconduct of any agents or attorneys selected by it with reasonable care. In the administration of the Trust Estatetrusts hereunder, the Owner Trustee may consult with counsel, accountants and other skilled persons to be selected and employed by it. the Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons selected by it with reasonable care.

Reliance Upon Certificates, Counsel and Agents. Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of Owner Participant or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Agreements to which Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by a person purporting to be the Chairman of the Board, the President, any Vice President or any other officer and in the name of Owner Participant or Lessee, as the case may be. Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary or an Assistant Secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof conclusively rely on a certificate signed by a person purporting to be the Chairman of the Board, the President, any Vice President or any other officer of LesseeLessee or of Owner Participant, and as the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of Lesseecase may be, as to such fact or matter, and such certificate shall constitute full protection to Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of trusts under this Trust Agreementhereunder, Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, may consult with counsel, accountants and other skilled persons to be selected and employed by it. Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with with, the advice or opinion of any such counsel, accountants or other skilled personspersons and Owner Trustee shall not be liable for the negligence of any such counsel, accountant or other skilled person appointed by it with due care hereunder.

Reliance Upon Certificates, Counsel and Agents. Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreement, any request, direction, order or demand of Owner Participant Beneficiary or Lessee mentioned in this Trust Agreement or in any of the other Owner Trustee Agreements Operative Documents shall be sufficiently evidenced by written instruments signed by the Chairman of the Board, the President, any Vice President or any other officer and in the name of Owner Participant Beneficiary or Lessee, as the case may be. Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary or an Assistant Secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreement, Owner Trustee may, absent Actual Knowledge actual knowledge to the contrary, for all purposes rely on a certificate signed by the Chairman of the Board, the President, any Vice President or any other officer of Lessee, and the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of Lessee, as to such fact or matter, and such certificate shall constitute full protection to Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewith. In the administration of trusts under this Trust Agreement, Owner Trustee may execute any of the trusts or powers and perform its powers and duties under this Trust Agreement directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled persons.

Reliance Upon Certificates, Counsel and Agents. The Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it in good faith to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant Participants or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Documents to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by a person purporting to be the Chairman of the Board, the President, President or any Vice President or any other officer and in the name of any such Owner Participant or Lessee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary or an Assistant Secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof rely on a certificate signed by a person purporting to be the Chairman of the Board, the President, President or any Vice President or any other officer of Lessee, and the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of Lessee, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. The Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons and the Owner Trustee shall not be liable for the negligence of any such counsel, accountant or other skilled person appointed by it with due care hereunder.

Reliance Upon Certificates, Counsel and Agents. Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreement, any request, direction, order or demand of Owner Participant or Lessee mentioned in this Trust Agreement or in any of the other Owner Trustee Agreements shall be sufficiently evidenced by written instruments signed by the Chairman of the Board, the President, any Vice President or any other officer and in the name of Owner Participant or Lessee, as the case may be. Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, TRUST AGREEMENT BASE 391 13 certified by the Secretary or an Assistant Secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreement, Owner Trustee may, absent Actual Knowledge to the contrary, for all purposes rely on a certificate signed by the Chairman of the Board, the President, any Vice President or any other officer of Lessee, and the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of Lessee, as to such fact or matter, and such certificate shall constitute full protection to Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewith. In the administration of trusts under this Trust Agreement, Owner Trustee may execute any of the trusts or powers and perform its powers and duties under this Trust Agreement directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled persons.

Reliance Upon Certificates, Counsel and Agents. The Owner ---------------------------------------------- Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant Participant, Lessee or Lessee the Indenture Trustee mentioned in this Trust Agreement herein or in any of the other Operative Agreements to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by the Chairman a person purporting to be an officer of the BoardOwner Participant, Lessee or the President, any Vice President or any other officer and in the name of Owner Participant or LesseeIndenture Trustee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, the Owner Participant or the Indenture Trustee, as the case may be, certified by the Secretary or an Assistant Secretary of Lessee Lessee, the Owner Participant or the Indenture Trustee, as the case may be, as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge actual knowledge to the contrary, for all purposes hereof rely on a certificate signed by the Chairman of the Board, the President, any Vice President or any other an officer of Lessee, and the Treasurer or an Assistant Treasurer Owner Participant or the Secretary or an Assistant Secretary of LesseeIndenture Trustee, as the case may be, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of the trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or exercise its powers and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense Owner Trustee shall not be liable for the default or misconduct of any agents or attorneys selected by it with reasonable care. In the administration of the Trust Estatetrusts hereunder, the Owner Trustee may consult with counsel, accountants and other skilled persons to be selected and employed by it. the Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons selected by it with reasonable care.

Reliance Upon Certificates, Counsel and Agents. The Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant Participant, Lessee or Lessee the Indenture Trustee mentioned in this Trust Agreement herein or in any of the other Operative Agreements to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by the Chairman a person purporting to be an officer of the BoardOwner Participant, Lessee or the President, any Vice President or any other officer and in the name of Owner Participant or LesseeIndenture Trustee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, the Owner Participant or the Indenture Trustee, as the case may be, certified by the Secretary or an Assistant Secretary of Lessee Lessee, the Owner Participant or the Indenture Trustee, as the case may be, as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge actual knowledge to the contrary, for all purposes hereof rely on a certificate signed by the Chairman of the Board, the President, any Vice President or any other an officer of Lessee, and the Treasurer or an Assistant Treasurer Owner Participant or the Secretary or an Assistant Secretary of LesseeIndenture Trustee, as the case may be, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of the trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or exercise its powers and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense Owner Trustee shall not be liable for the default or misconduct of any agents or attorneys selected by it with reasonable care. In the administration of the Trust Estatetrusts hereunder, the Owner Trustee may consult with counsel, accountants and other skilled persons to be selected and employed by it. the Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons selected by it with reasonable care.

Reliance Upon Certificates, Counsel and Agents. The ---------------------------------------------- Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Documents to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by a person purporting to be the Chairman of the Board, the President, any Vice President or any other officer and in the name of the Owner Participant or Lessee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary or an Assistant Secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof rely on a certificate signed by a person purporting to be the Chairman of the Board, the President, any Vice President or any other officer of Lessee, and the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of Lessee, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewith. In the administration of trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. The Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons and the Owner Trustee shall not be liable for the negligence of any such counsel, accountant or other skilled person appointed by it with due care hereunder.

Reliance Upon Certificates, Counsel and Agents. Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Agreements to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by the Chairman a person purporting to be a Responsible Officer of the Board, the President, any Vice President or any other officer and in the name of Owner Participant or Lessee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors of Lessee or Executive Committee of Lesseethe Owner Participant, as the case may be, certified by the Secretary or an Assistant Secretary of Lessee or the Owner Participant, as the case may be, as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge actual knowledge to the contrary, for all purposes hereof rely on a certificate signed by the Chairman a Responsible Officer of the Board, the President, any Vice President or any other officer of Lessee, and the Treasurer or an Assistant Treasurer Lessee or the Secretary or an Assistant Secretary of LesseeOwner Participant, as the case may be, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of the trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or exercise its powers and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense Owner Trustee shall not be liable for the default or misconduct of any agents or attorneys selected by it with prudence and reasonable care. In the administration of the Trust Estatetrusts hereunder, the Owner Trustee may consult with counsel, accountants and other skilled persons to be selected and employed by it. the Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons selected by it with reasonable care; provided, the Owner Trustee agrees that it shall endeavor to give the Owner Participant notice that it is or will be consulting with counsel, accountant and other skilled persons (as permitted above) and shall endeavor to provide that the Owner Participant may rely on such advice or opinion, as appropriate to such context.

Reliance Upon Certificates, Counsel and Agents. The Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it in good faith to be genuine and reasonably believed by it in good faith to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Agreements to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by the Chairman of the Board, the President, any Vice President President, the Treasurer or any other duly authorized officer or representative and in the name of any such Owner Participant or Lessee, TRUST AGREEMENT [N396SW] -9- 15 as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of LesseeLessee or the Owner Participant, as the case may be, certified by the Secretary or an Assistant Secretary of Lessee or the Owner Participant, as the case may be, as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof rely on a certificate signed by the Chairman of the Board, the President, any Vice President President, the Treasurer or any other duly authorized officer or representative of Lessee, and the Treasurer or an Assistant Treasurer Lessee or the Secretary or an Assistant Secretary of LesseeOwner Participant, as the case may be, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. The Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion opinion, within the scope of such person's competence, of any such counsel, accountants or other skilled personspersons and the Owner Trustee shall not be liable for the negligence of any such counsel, accountant or other skilled person appointed by it with due care hereunder.

Reliance Upon Certificates, Counsel and Agents. The Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of Owner Participant the Trustor or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Documents to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by a person purporting to be the Chairman chairman of the Boardboard, the Presidentpresident, any Vice President executive vice president, any senior vice president or any other officer vice president or a managing director and in the name of Owner Participant the Trustor or Lessee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary secretary or an Assistant Secretary any assistant secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof rely on a certificate signed by a person purporting to be the Chairman chairman of the Boardboard, the Presidentpresident, any Vice President executive vice president, any senior vice president or any other officer of Lessee, and the Treasurer vice president or an Assistant Treasurer or the Secretary or an Assistant Secretary a managing director of Lessee, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. The Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons and the Owner Trustee shall not be liable for the negligence of any such agent, attorney, counsel, accountant or other skilled person appointed by it with due care hereunder.

Reliance Upon Certificates, Counsel and Agents. Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreement, any request, direction, order or demand of Owner Participant or Lessee mentioned in this Trust Agreement or in any of the other Owner Trustee Agreements shall be sufficiently evidenced by written instruments signed by the Chairman of the Board, the President, any Vice President or any other officer and in the name of Owner Participant or Lessee, as the case may be. Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary or an Assistant Secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreement, Owner Trustee may, absent Actual Knowledge to the contrary, for all purposes rely on a certificate signed by the Chairman of the Board, the President, any Vice President or any other officer of Lessee, and the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of Lessee, as to such fact or matter, and such certificate shall constitute full protection to Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewith. In the administration of trusts under this Trust Agreement, Owner Trustee may execute any of the trusts or powers and perform its powers and duties under this Trust Agreement directly or through agents or attorneys and may, at the expense of the Trust EstateLessee, consult with counsel, accountants and other skilled persons to be selected and employed by it. Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled persons.

Reliance Upon Certificates, Counsel and Agents. Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of Owner Participant or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Documents to which Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by a person purporting to be the Chairman chairman of the Boardboard, the Presidentpresident, any Vice President executive vice president, any senior vice president or any other officer vice president or a managing director and in the name of Owner Participant or Lessee, as the case may be. Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary secretary or an Assistant Secretary any assistant secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof rely on a certificate signed by a person purporting to be the Chairman chairman of the Boardboard, the Presidentpresident, any Vice President executive vice president, any senior vice president or any other officer of Lessee, and the Treasurer vice president or an Assistant Treasurer or the Secretary or an Assistant Secretary a managing director of Lessee, as to such fact or matter, and such certificate shall constitute full protection to Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of trusts under this Trust Agreementhereunder, Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, consult with counsel, accountants and other skilled persons to be selected and employed by it. Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons and Owner Trustee shall not be liable for the negligence of any such agent, attorney, counsel, accountant or other skilled person appointed by it with due care hereunder.

Reliance Upon Certificates, Counsel and Agents. Neither the Trust Company nor the Owner Trustee shall incur no any liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant Participant, the Lessee or Lessee any Person mentioned in this Trust Agreement herein or in any of the other Owner Trustee Agreements Operative Documents to which the Trust is a party shall be sufficiently evidenced by written instruments signed by the Chairman of the Board, the President, any Vice President or any other officer a person purporting to be a Responsible Officer and in the name of the Owner Participant Participant, the Lessee or Lesseeany Person, as the case may be. The Trust Company or the Owner Trustee may accept in good faith a certified copy of a resolution of the Board board of Directors directors or Executive Committee executive committee, as the case may be, of Lesseeany corporate party (or in each case, the equivalent thereof), certified by the Secretary or an Assistant Secretary (or an equivalent official) of Lessee such corporate party as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors board or Executive Committee committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this herein, the Trust Agreement, Company or the Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof rely on a certificate signed by the Chairman an Officer’s Certificate of the Board, the President, any Vice President or any other officer of Lessee, and the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of Lessee, relevant party as to such fact or matter, and such certificate shall constitute full protection to the Trust Company and the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of trusts under this the trust hereunder, the Trust Agreement, Company and the Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, may consult with counsel, accountants and other skilled persons to be selected and employed by it. Neither the Trust Company nor the Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such agent, counsel, accountants or other skilled persons and the Owner Trustee shall not be liable for the negligence of any such agent, counsel, accountant or other skilled person appointed by it with due care hereunder, but shall be liable for its failure to act in good faith in the appointment of agents, counsel, accountants or other skilled persons.

Reliance Upon Certificates, Counsel and Agents. The Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant Participant, Lessee or Lessee the Indenture Trustee mentioned in this Trust Agreement herein or in any of the other Operative Agreements to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by the Chairman a person purporting to be an officer of the BoardOwner Participant, Lessee or the President, any Vice President or any other officer and in the name of Owner Participant or LesseeIndenture Trustee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, the Owner Participant or the Indenture Trustee, as the case may be, certified by the Secretary or an Assistant Secretary of Lessee Lessee, the Owner Participant or the Indenture Trustee, as the case may be, as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge to the contrary, may for all purposes hereof rely on a certificate signed by the Chairman of the Board, the President, any Vice President or any other an officer of Lessee, and the Treasurer or an Assistant Treasurer Owner Participant or the Secretary or an Assistant Secretary of LesseeIndenture Trustee, as the case may be, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of the trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or exercise its powers and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense Owner Trustee shall not be liable for the default or misconduct of any agents or attorneys selected by it with reasonable care. In the administration of the Trust Estatetrusts hereunder, the Owner Trustee may consult with counsel, accountants and other skilled persons to be selected and employed by it. the Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled personspersons selected by it with reasonable care.

Reliance Upon Certificates, Counsel and Agents. The Owner Trustee shall incur no liability to anyone in acting in good faith in reliance upon and in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper reasonably believed by it to be genuine and reasonably believed by it to be signed by the proper party or parties. Unless other evidence in respect thereof is specifically prescribed in this Trust Agreementherein, any request, direction, order or demand of the Owner Participant or Lessee mentioned in this Trust Agreement herein or in any of the other Operative Documents to which the Owner Trustee Agreements is a party shall be sufficiently evidenced by written instruments signed by a person purporting to be the Chairman of the Board, the President, any Vice President or any other officer and in the name of the Owner Participant or Lessee, as the case may be. The Owner Trustee may accept a copy of a resolution of the Board of Directors or Executive Committee of Lessee, certified by the Secretary or an Assistant Secretary of Lessee as duly adopted and in full force and effect, as conclusive evidence that such resolution has been duly adopted by said Board of Directors or Executive Committee and that the same is in full force and effect. As to any fact or matter the manner of ascertainment of which is not specifically described in this Trust Agreementherein, the Owner Trustee may, absent Actual Knowledge actual knowledge to the contrary, for all purposes hereof rely on a certificate signed by a person purporting to be the Chairman of the Board, the President, any Vice President or any other officer of Lessee, and the Treasurer Lessee or an Assistant Treasurer or the Secretary or an Assistant Secretary of LesseeOwner Participant, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon and in accordance therewiththereon. In the administration of trusts under this Trust Agreementhereunder, the Owner Trustee may execute any of the trusts or powers hereof and perform its powers and duties under this Trust Agreement hereunder directly or through agents or attorneys and may, at the expense of the Trust Estate, AMENDED & RESTATED TRUST AGREEMENT (AA EETC 2001-1) may consult with counsel, accountants and other skilled persons to be selected and employed by it in each case other than persons regularly employed by it. The Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the written advice or opinion of any such counsel, accountants or other skilled persons.