Trustee Status. Notwithstanding any term herein to the contrary, it is hereby expressly agreed and acknowledged that the subordination and related agreements set forth herein by the Trustee are made solely in its capacity as trustee and secured party under the Indenture Documents and with respect to the Notes (and not in its individual commercial capacity, except to the extent that it is or becomes a Holder). The Trustee shall not have any duties, obligations, or responsibilities to the Credit Facility Secured Party under this Agreement except as expressly set forth herein. Nothing in this Agreement shall be construed to operate as a waiver by the Trustee, with respect to the Issuers or any holder of any Subordinated Lien Indebtedness, of the benefit of any exculpatory provisions, presumptions, indemnities, protections, benefits, immunities or reliance rights contained in the Indenture, and, by their acknowledgment hereof, the Issuers expressly agree that as between them and the Trustee, the Trustee shall have such benefit with respect to all actions or omissions by the Trustee pursuant to this Agreement. For all purposes of this Agreement, the Trustee may (a) rely in good faith, as to matters of fact, on any representation of fact believed by Trustee to be true (without any duty of investigation) and that is contained in a written certificate of any authorized representative of the Issuers or of the Credit Facility Secured Party; (b) rely in good faith, as to matters of law, on any advice received from its legal counsel or an opinion of its counsel, counsel to the Issuers or counsel to the Credit Facility Secured Party, and shall have no liability for any action or omission taken in reliance thereon; and (c) assume in good faith (without any duty of investigation), and rely upon, the genuineness, due authority, validity, and accuracy of any certificate, instrument, notice, or other document believed by it in good faith to be genuine and presented by the proper person.
Trustee Status. Grantee has executed this Agreement solely in the capacity as trustee for the trust described herein ("Trust") and not individually. Therefore, notwithstanding anything to the contrary contained in this Agreement, the parties agree that: (i) all covenants, agreements, undertakings and other obligations of Grantee, or pursuant to any documents, instruments or agreements provided pursuant hereto, or which involve the Golf Course Property or any portion thereof, are not intended to impose, and shall not be construed as imposing, any personal or other liability upon Trustee and are solely those of (and shall be performed by) the Trust; (ii) this Agreement has been executed by Grantee as a trustee for the Trust, pursuant to the authority conferred upon him by the agreements governing the Trust and without imposing upon him any liability or obligations; and (iii) no party shall have any claim, demand, action or cause of action whatsoever against Grantee (or against any assets or properties other than those of the Trust) arising out of or relating to this agreement or the transaction contemplated hereby and shall look solely to the Trust for matters involving same.
Trustee Status. The Trustee, individually or otherwise (a) may hold Class A Common Stock, Class B Common Stock or other securities of SRAM or possess Trust Interests issued hereunder, (b) may be a director, officer, employee or other agent or representative of SRAM and its affiliates, (c) may vote for himself or herself as a director of SRAM and (d) may contract, directly or through any firm of which he or she is a member, or a corporation in which he or she is a stockholder, director, officer, employee or other agent or representative, or in which he may be otherwise interested, with SRAM or have a pecuniary interest in any matter or transaction to which SRAM or another Trustee may be a party, in each case as fully as though such person were not a Trustee hereunder. A Trustee, if a director of SRAM, may vote for himself as an officer and/or employee of SRAM and may participate in fixing the amount of compensation for such services. Any Trustee who is also a Beneficiary shall have all rights accorded Beneficiaries hereunder.
Trustee Status. Subject to the provisions of the Shareholders’ Agreement, the Trustees, individually or otherwise (a) may hold Company Shares or other securities of the Company, (b) may be a stockholder, director, or other agent or representative of the Company and its affiliates, and (c) may contract, directly or through any firm of which he or she is a member, or a corporation in which he or she is a stockholder, director, officer, employee or other agent or representative, or in which he or she may be otherwise interested, with the Company or have a pecuniary interest in any matter or transaction to which the Company or another Trustee may be a party, in each case as fully as though such person were not a Trustee hereunder. Any Trustee who is also a Beneficiary shall have all rights accorded to the Beneficiaries hereunder.
Trustee Status. It is expressly understood and agreed that (a) any Operative Document entered into or to be entered into by the Trust is executed and delivered by a Trustee, not individually or personally but solely as a Trustee of the Trust, in the exercise of the powers and authority conferred and vested in it under this Agreement, (b) each of the representations, undertakings and agreements made in any Operative Document on the part of the Trust is made and intended not as personal representations, undertakings, and agreements by the Trustee but is made and intended for the purpose of binding only the Trust, and (c) under no circumstances shall any Trustee be personally liable for the payment of any indebtedness or other obligations of the Trust or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Trust under any such Operative Document.
Trustee Status. Nothing in this Agreement shall be construed to operate as a waiver by the Trustee, with respect to any Debtor or any Subsidiary of any Debtor, the Trustee, or any Noteholder, of the benefit of any exculpatory rights, privileges, immunities, indemnities, or reliance rights contained in any Indenture Loan Document, all of which rights, privileges, immunities and indemnities, the parties hereto agree are incorporated by reference herein. For all purposes of this Agreement, the Trustee may (a) rely in good faith, as to matters of fact, on any representation of fact believed by the Trustee to be true (without any duty of investigation) and that is contained in a written certificate of any authorized representative of any Debtor or of the Agent, and (b) assume in good faith (without any duty of investigation), and rely upon, the genuineness, due authority, validity, and accuracy of any certificate, instrument, notice, or other document believed by it in good faith to be genuine and presented by the proper person. Each Debtor and Agent expressly acknowledge that the subordination and related agreements set forth herein by the Trustee are made solely in its capacity as Trustee under the Indenture with respect to the Notes issued thereunder and the other Indenture Loan Documents and are not made by the Trustee in its individual capacity.
Trustee Status. The parties hereto agree that the Initial Notes Authorized Representative shall be afforded all of the rights, immunities, indemnities and privileges afforded to the Trustee under the Initial Notes Agreement, including, but not limited to, those set forth in Article 7 of the Initial Notes Agreement, in connection with its execution of this Agreement and the performance of its obligations hereunder. ZAYO — Intercreditor Agreement
Trustee Status. The Trustee, and any successor trustee duly appointed and acting hereunder, shall at all times comply with the following qualification criteria:
Trustee Status. Any Trustee, individually or otherwise, may hold Common Stock, Class A Stock or other securities of AOS or possess Trust Interests issued hereunder and, individually or as a Trustee, may vote for himself as a director of AOS; and any Trustee, or any firm of which he is a member, or a corporation in which he is a stockholder or officer or in which he may be otherwise interested, may contract with AOS or the Trustees or be or become pecuniarily interested in any matter or transaction to which AOS or the Trustees may be a party, as fully as though such person were not a Trustee hereunder. A Trustee, if a director of AOS, may vote for himself as an officer and/or employee of AOS and may participate in fixing the amount of compensation for such services. Any Trustee who is also a Beneficiary or a Depositor shall have all rights accorded Beneficiaries or Depositors hereunder.
