Common use of Trustee and Collateral Agent to Sign Amendments, etc Clause in Contracts

Trustee and Collateral Agent to Sign Amendments, etc. The Trustee and the Collateral Agent, if applicable, shall sign any amended or supplemental indenture, Security Document or intercreditor agreement authorized pursuant to this Article 9 if the amendment or supplement does not adversely affect the rights, duties, liabilities or immunities of the Trustee or the Collateral Agent, as applicable. Evidence of such approval shall be delivered to the Trustee with an Officer’s Certificate. In executing any amended or supplemental indenture, Security Document or intercreditor agreement, the Trustee or Collateral Agent, as applicable, shall receive and (subject to Section 7.01 hereof) will be fully protected in relying upon, in addition to the documents required by Section 13.03 hereof, an Officer’s Certificate and an Opinion of Counsel stating that the execution of such amended or supplemental indenture, Security Document or intercreditor agreement is authorized or permitted by this Indenture and the other Notes Documents and that such amendment or supplement is legal, valid, binding and enforceable in accordance with its terms. The Trustee shall have no responsibility for determining whether any amended or supplemental indenture, Security Document or intercreditor agreement will or may have an adverse effect on any Holder.

Trustee and Collateral Agent to Sign Amendments, etc. The Trustee and the Collateral Agent, if applicable, shall sign any amended or supplemental indenture, Security Document or intercreditor agreement authorized pursuant to this Article 9 if the amendment or supplement does not adversely affect the rights, duties, liabilities or immunities of the Trustee or the Collateral Agent, as applicable. Evidence of such approval shall be delivered to the Trustee with an Officer’s Certificate. In executing any amended or supplemental indenture, Security Document or intercreditor agreement, the Trustee or Collateral Agent, as applicable, shall be entitled to receive and (subject to Section 7.01 hereof) will be fully protected in relying upon, in addition to the documents required by Section 13.03 hereof, an Officer’s Certificate and an Opinion of Counsel stating that the execution of such amended or supplemental indenture, Security Document or intercreditor agreement is authorized or permitted by this Indenture and the other Notes Documents and that such amendment or supplement is legal, valid, binding and enforceable in accordance with its terms. The Trustee shall have no responsibility for determining whether any amended or supplemental indenture, Security Document or intercreditor agreement will or may have an adverse effect on any Holder.

Trustee and Collateral Agent to Sign Amendments, etc. The In executing, or accepting the additional trusts created by, any supplemental indenture permitted by this Article or the modifications thereby of the trusts created by this Indenture, or any amendments or supplements to the Collateral Documents or the Intercreditor Agreement, the Trustee and the Collateral Agent, if applicable, shall sign any amended or supplemental indenture, Security Document or intercreditor agreement authorized pursuant to this Article 9 if the amendment or supplement does not adversely affect the rights, duties, liabilities or immunities of the Trustee or the Collateral Agent, as applicable. Evidence of such approval Agent shall be delivered entitled to the Trustee with an Officer’s Certificate. In executing any amended or supplemental indenturereceive, Security Document or intercreditor agreement, the Trustee or Collateral Agent, as applicable, shall receive and (subject to Section 7.01 hereof7.01) will shall be fully protected in relying upon, in addition to the documents required by Section 13.03 hereof, an Officer’s Certificate and an Opinion of Counsel stating that the execution of such amended supplemental indenture or supplemental indenturesuch amendment or supplement to the Collateral Documents or the Intercreditor Agreement, Security Document or intercreditor agreement is authorized or permitted by this Indenture Indenture, and an Opinion of Counsel stating that it will be the other Notes Documents and that such amendment or supplement is legal, valid, valid and binding and enforceable upon the Company in accordance with its terms, subject to customary exceptions. The Trustee and the Collateral Agent, as applicable, shall have no responsibility for determining whether sign all supplemental indentures and amendments or supplements to the Collateral Documents or the Intercreditor Agreement, except that neither the Trustee nor the Collateral Agent need not sign any amended supplemental indenture or supplemental indenture, Security Document any amendments or intercreditor agreement will supplements to the Collateral Documents or may have an adverse effect on any Holderthe Intercreditor Agreement that adversely affects its rights.

Trustee and Collateral Agent to Sign Amendments, etc. The Trustee and the Collateral Agent, if applicable, Agent shall sign any amended or supplemental indenture, Security Document or intercreditor agreement indenture authorized pursuant to this Article 9 if the amendment or supplement does not adversely affect the rights, duties, liabilities or immunities of the Trustee or the Collateral Agent, as applicable. Evidence The Issuer may not sign an amended or supplemental indenture until the Board of such approval shall be delivered to the Trustee with an Officer’s CertificateDirectors approves it. In executing any amended or supplemental indenture, Security Document or intercreditor agreement, the Trustee or and Collateral Agent, as applicable, Agent shall receive be provided with and (subject to Section 7.01 hereof) will shall be fully protected in relying upon, in addition to the documents required by Section 13.03 hereof13.04, an Officer’s Certificate and an Opinion of Counsel stating that the execution of such amended or supplemental indenture, Security Document or intercreditor agreement indenture is authorized or permitted by or complies with this Indenture, the Security Documents and the Intercreditor Agreement, that all conditions precedent to such amendment required by this Indenture and the other Notes Documents have been complied with and that such amendment amendment, supplement or supplement waiver is the legal, validvalid and binding obligation of the Issuer, binding and enforceable against the Issuer in accordance with its terms, subject to customary exceptions. The Notwithstanding the foregoing, no Opinion of Counsel shall be required for the Trustee shall have no responsibility for determining whether or Collateral Agent to execute any amended amendment or supplemental indenture, Security Document or intercreditor agreement will or may have an adverse effect on any Holdersupplement adding a new Guarantor under this Indenture.

Trustee and Collateral Agent to Sign Amendments, etc. The Trustee and the Collateral Agent, if applicable, Agent shall sign any amended amendment or supplemental indenture, Security Document supplement or intercreditor agreement grant any waiver authorized pursuant to this Article 9 if the amendment, supplement or waiver does not adversely affect their respective rights, duties, liabilities or immunities. If any such amendment or supplement does not adversely affect the rights, duties, liabilities or immunities of the Trustee or and/or the Collateral Agent, the Trustee and/or the Collateral Agent, as applicable. Evidence of the case may be, may, but need not, sign such approval shall be delivered to the Trustee with an Officer’s Certificateamended or supplemented Indenture or grant such waiver. In executing any amended or supplemental indenture, Security Document or intercreditor agreement, the Trustee or and the Collateral Agent, as applicable, Agent shall be entitled to receive and (subject to Section 7.01 hereof7.01) will shall be fully protected in relying upon, in addition to the documents required by Section 13.03 hereof, an Officer’s Officers’ Certificate and an Opinion of Counsel stating that the execution of such amended or supplemental indenture, Security Document or intercreditor agreement indenture is authorized or permitted by this Indenture and Indenture. Notwithstanding the other Notes Documents and that such amendment or supplement is legalforegoing, valid, binding and enforceable no Opinion of Counsel shall be required in accordance connection with its terms. The Trustee shall have no responsibility for determining whether any amended or supplemental indenture, Security Document or intercreditor agreement will or may have an adverse effect on any Holderindenture pursuant to Section 4.13.