Common use of Trustee's Duties; Notice to Trustee Clause in Contracts

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two or elsewhere in the Indenture allowing the Trustee to request any information or to take any action authorized by, or on behalf of, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconduct. (b) The Trustee shall not be required to inquire into the existence, powers or capacities of the Company, a Guarantor or the officers, directors or agents acting or purporting to act on their respective behalf. (c) Notwithstanding the provisions of this Article Two or any other provision of the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice thereof from the Company; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 601, shall be entitled in all respects to assume that no such facts exist, provided however, that if a Responsible Officer of the Trustee shall not have received any such notice from the Company at least three Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on, any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it within two Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer of the Trustee shall have received an Officers' Certificate to such effect. (d) In case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article Two shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two in addition to or in place of the Trustee.

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two XIII or elsewhere in the this Indenture allowing the Trustee to request any information or to take any action authorized by, or on behalf ofof Hollxxxxx Xxxernational, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconductthis Indenture. (b) The Trustee shall not be required to inquire into the existence, powers or capacities of the CompanyPublishing, a Guarantor Hollxxxxx Xxxernational or the officers, directors or agents acting or purporting to act on their respective behalf. (c) Notwithstanding the provisions of this Article Two XIII or any other provision of the this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice thereof from the CompanyHollxxxxx Xxxernational; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6016.01, shall be entitled in all respects to assume that no such facts exist; provided, provided however, that if a the Responsible Officer of the Trustee shall not have received any such notice from the Company Hollxxxxx Xxxernational at least three Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on, on any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received 147 147 by it within two three Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer of the Trustee shall have received an Officers' Certificate to such effect. (d) In the case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company Publishing and be then acting hereunder, the term "Trustee" as used in this Article Two XIII shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two XIII in addition to or in place of the Trustee; provided, however, that this Section 13.12 shall not apply to Publishing or any Affiliate of Publishing if Publishing or such Affiliate acts as Paying Agent.

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two or elsewhere in the Indenture allowing the Trustee to request any information or to take any action authorized by, or on behalf of, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconduct. (b) The Trustee shall not be required to inquire into the existence, powers or capacities of the Company, a Guarantor or the officers, directors or agents acting or purporting to act on their respective behalf. (c) Notwithstanding the provisions of this Article Two or any other provision of the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice thereof from the Company; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 601, shall be entitled in all respects to assume that no such facts exist, provided however, that if a Responsible Officer of the Trustee -------- ------- shall not have received any such notice from the Company at least three Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on, any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it within two Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer of the Trustee shall have received an Officers' Certificate to such effect.' (d) In case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article Two shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two in addition to or in place of the Trustee.

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two XIV or elsewhere in the this Indenture allowing the Trustee to request any information or to take any action authorized by, or on behalf ofof Hollxxxxx Xxxernational, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconductthis Indenture. (b) The Trustee shall not be required to inquire into the existence, powers or capacities of the CompanyPublishing, a Guarantor Hollxxxxx Xxxernational or the officers, directors or agents acting or purporting to act on their respective behalf. (c) Notwithstanding the provisions of this Article Two XIV or any other provision of the this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice thereof from the CompanyHollxxxxx Xxxernational; and, prior to the receipt of any such written notice, the Trustee, subject to 161 - 151 - the provisions of Section 6016.01, shall be entitled in all respects to assume that no such facts exist; provided, provided however, that if a the Responsible Officer of the Trustee shall not have received any such notice from the Company Hollxxxxx Xxxernational at least three Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on, on any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it within two three Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer of the Trustee shall have received an Officers' Certificate to such effect. (d) In the case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company Publishing and be then acting hereunder, the term "Trustee" as used in this Article Two XIV shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two XIV in addition to or in place of the Trustee; provided, however, that this Section 14.12 shall not apply to Publishing or any Affiliate of Publishing if Publishing or such Affiliate acts as Paying Agent.

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two Guarantee or elsewhere in the Indenture allowing the Trustee to request any information information, or to take any action authorized by, by or on behalf ofof Brands, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconduct. (ba) The Trustee shall not be required to inquire into the existence, powers or capacities of the Company, a Guarantor Brands or the officers, directors or agents acting or purporting to act on their respective behalfbehalfs. (cb) Notwithstanding the provisions of this Article Two or any other provision of the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee under the Guarantee in respect of the Securities, unless and until the Trustee shall have received written notice thereof from the Company; Brands, and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 601section 601 of the Indenture, shall be entitled in all respects to assume that no such facts exist; provided, provided however, that if a Responsible Officer of the Trustee shall not have received any such notice from the Company Brands at least three two Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on, any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any such notice to the contrary which may be received by it within less than two Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer officer of the Trustee shall have received an Officers' Certificate to such effect. (dc) In the case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article Two Guarantee shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two Guarantee in addition to or in place of the Trustee; provided, however, that this Article shall not apply to the Company or any Affiliate of the Company if the Company or such Affiliate acts as Paying Agent.

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two or elsewhere in the Indenture allowing the Trustee to request any information or to take any action authorized by, or on behalf of, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconduct. (b) The Trustee shall not be required to inquire into the existence, powers or capacities of the Company, a Guarantor or the officers, directors or agents acting or purporting to act on their respective behalf. (c) Notwithstanding the provisions of this Article Two or any other provision of the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice thereof from the Company; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 601, shall be entitled in all respects to assume that no such facts exist, provided however, that if a Responsible Officer of the Trustee shall not -------- ------- have received any such notice from the Company at least three Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on, any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it within two Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer of the Trustee shall have received an Officers' Certificate to such effect. (d) In case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article Two shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two in addition to or in place of the Trustee.

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two XIV or elsewhere in the this Indenture allowing the Trustee to request any information or to take any action authorized by, or on behalf ofof Hollxxxxx Xxxernational, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconductthis Indenture. (b) The Trustee shall not be required to inquire into the existence, powers or capacities of the CompanyPublishing, a Guarantor Hollxxxxx Xxxernational or the officers, directors or agents acting or purporting to act on their respective behalf. (c) Notwithstanding the provisions of this Article Two XIV or any other provision of the this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice thereof from the CompanyHollxxxxx Xxxernational; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6016.01, shall be entitled in all respects to assume that no such facts exist; provided, provided however, that if a the Responsible Officer of the Trustee shall not have received any such notice from the Company Hollxxxxx Xxxernational at least three Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on, on any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it within two three Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer of the Trustee shall have received an Officers' Certificate to such effect.. 163 163 (d) In the case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company Publishing and be then acting hereunder, the term "Trustee" as used in this Article Two XIV shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two XIV in addition to or in place of the Trustee; provided, however, that this Section 14.12 shall not apply to Publishing or any Affiliate of Publishing if Publishing or such Affiliate acts as Paying Agent.

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two XIII or elsewhere in the this Indenture allowing the Trustee to request any information or to take any action authorized by, or on behalf ofof Hollxxxxx Xxxernational, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconductthis Indenture. (b) The Trustee shall not be required to inquire into the existence, powers or capacities of the CompanyPublishing, a Guarantor 135 127 Hollxxxxx Xxxernational or the officers, directors or agents acting or purporting to act on their respective behalf. (c) Notwithstanding the provisions of this Article Two XIII or any other provision of the this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice thereof from the CompanyHollxxxxx Xxxernational; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6016.01, shall be entitled in all respects to assume that no such facts exist; provided, provided however, that if a the Responsible Officer of the Trustee shall not have received any such notice from the Company Hollxxxxx Xxxernational at least three Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on, on any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it within two three Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer of the Trustee shall have received an Officers' Certificate to such effect. (d) In the case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company Publishing and be then acting hereunder, the term "Trustee" as used in this Article Two XIII shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two XIII in addition to or in place of the Trustee; provided, however, that this Section 13.12 shall not apply to Publishing or any Affiliate of Publishing if Publishing or such Affiliate acts as Paying Agent.

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two ----------------------------------- Guarantee or elsewhere in the Indenture allowing the Trustee to request any information information, or to take any action authorized by, by or on behalf ofof RBC, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconduct. (ba) The Trustee shall not be required to inquire into the existence, powers or capacities of the Company, a Guarantor RBC or the officers, directors or agents acting or purporting to act on their respective behalfbehalfs. (cb) Notwithstanding the provisions of this Article Two or any other provision of the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee under the Guarantee in respect of the Securities, unless and until the Trustee shall have received written notice thereof from the Company; RBC, and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 601section 601 of the Indenture, shall be entitled in all respects to assume that no such facts exist; provided, provided however, that if a Responsible Officer of the Trustee shall not have received any such notice from the Company RBC at least three two Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on, any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any such notice to the contrary which may be received by it within less than two Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer of the Trustee shall have received an Officers' Certificate to such effect. (dc) In the case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article Two Guarantee shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two Guarantee in addition to or in place of the Trustee; provided, however, that this Article shall not apply to the Company or any Affiliate of the Company if the Company or such Affiliate acts as Paying Agent.

Trustee's Duties; Notice to Trustee. (a) Any provision in this Article Two XIII or elsewhere in the this Indenture allowing the Trustee to request any information or to take any action authorized by, or on behalf ofof a Note Guarantor, a Guarantor shall be permissive and shall not be obligatory on the Trustee except as the Holders may direct in accordance with the provisions of the Indenture or where the failure of the Trustee to request any such information or to take any such action arises from the Trustee's negligence, bad faith or willful misconductthis Indenture. (b) The Trustee shall not be required to inquire into the existence, powers or capacities of the Company, a Guarantor the Note Guarantors or the officers, directors or agents acting or purporting to act on their respective behalf. (c) Notwithstanding the provisions of this Article Two XIII or any other provision of the this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the SecuritiesNotes, unless and until the Trustee shall have received written notice thereof from the Companya Note Guarantor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6016.01, shall be entitled in all respects to assume that no such facts exist; provided, provided however, that if a the Responsible Officer of the Trustee shall not have received any such notice from the Company a Note Guarantor at least three Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on, on any SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it within two three Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Responsible Officer of the Trustee shall have received an Officers' Certificate to such effect. (d) In the case that at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article Two XIII shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article Two XIII in addition to or in place of the Trustee; provided, however, that this Section shall not apply to the Company or any Affiliate of the Company if the Company or such Affiliate acts as Paying Agent.