Common use of Acceptance of Terms of Trust Agreement, Guarantee and Indenture Clause in Contracts

Acceptance of Terms of Trust Agreement, Guarantee and Indenture. THE RECEIPT AND ACCEPTANCE OF A TRUST SECURITY OR ANY INTEREST THEREIN BY OR ON BEHALF OF A SECURITYHOLDER OR ANY BENEFICIAL OWNER, WITHOUT ANY SIGNATURE OR FURTHER MANIFESTATION OF ASSENT, SHALL CONSTITUTE THE UNCONDITIONAL ACCEPTANCE BY THE SECURITYHOLDER AND ALL OTHERS HAVING A BENEFICIAL INTEREST IN SUCH TRUST SECURITY OF ALL THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT AND AGREEMENT TO THE SUBORDINATION PROVISIONS AND OTHER TERMS OF THE GUARANTEE AND THE INDENTURE, AND SHALL CONSTITUTE THE AGREEMENT OF THE TRUST, SUCH SECURITYHOLDER AND SUCH OTHERS THAT THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT SHALL BE BINDING, OPERATIVE AND EFFECTIVE AS BETWEEN THE TRUST AND SUCH SECURITYHOLDER AND SUCH OTHERS. SOUTHWEST GAS CORPORATION, as Depositor By: Name: Title: BNY MIDWEST TRUST COMPANY, as Property Trustee By: Name: Title: THE BANK OF NEW YORK (DELAWARE), as Delaware Trustee By: Name: Title: EXHIBIT A CERTIFICATE OF TRUST OF SOUTHWEST GAS CAPITAL II THIS CERTIFICATE OF TRUST of Southwest Gas Capital II (the “Trust”), dated June 23, 2003, is being duly executed and filed by the undersigned, as trustees, to form a statutory trust under the Delaware Statutory Trust Act (12 Del. C.§§3801, et seq.) (the “Act”).

Acceptance of Terms of Trust Agreement, Guarantee and Indenture. THE RECEIPT AND ACCEPTANCE OF A TRUST SECURITY OR ANY INTEREST THEREIN BY OR ON BEHALF OF A SECURITYHOLDER OR ANY BENEFICIAL OWNER, WITHOUT ANY SIGNATURE OR FURTHER MANIFESTATION OF ASSENT, SHALL CONSTITUTE THE UNCONDITIONAL ACCEPTANCE BY THE SECURITYHOLDER AND ALL OTHERS HAVING A BENEFICIAL INTEREST IN SUCH TRUST SECURITY OF ALL THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT AND AGREEMENT TO THE SUBORDINATION PROVISIONS AND OTHER TERMS OF THE GUARANTEE AND THE INDENTURE, AND SHALL CONSTITUTE THE AGREEMENT OF THE TRUST, SUCH SECURITYHOLDER AND SUCH OTHERS THAT THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT SHALL BE BINDING, OPERATIVE AND EFFECTIVE AS BETWEEN THE TRUST AND SUCH SECURITYHOLDER AND SUCH OTHERS. SOUTHWEST GAS CORPORATIONPRINCIPAL FINANCIAL GROUP, as Depositor INC. By: --------------------------------- Name: Title: BNY MIDWEST 57 WILMINGTON TRUST COMPANY, as Property Trustee and Delaware Trustee By: --------------------------------- Name: Title: THE BANK OF NEW YORK (DELAWARE), By: --------------------------------- as Delaware Administrative Trustee By: Name: Title: EXHIBIT --------------------------------- as Administrative Trustee Exhibit A CERTIFICATE OF TRUST OF SOUTHWEST GAS PRINCIPAL CAPITAL II THIS III This CERTIFICATE OF TRUST of Southwest Gas Principal Capital II III (the “"Trust”"), dated June 23, 2003, is being duly executed and filed by the undersigned, as trusteestrustee, to form a statutory trust under the Delaware Statutory Trust Act (12 Del. C.§§3801, Code Section 3801 et seq.) (the “"Act”").

Acceptance of Terms of Trust Agreement, Guarantee and Indenture. THE RECEIPT AND ACCEPTANCE OF A TRUST SECURITY OR ANY INTEREST THEREIN BY OR ON BEHALF OF A SECURITYHOLDER OR ANY BENEFICIAL OWNER, WITHOUT ANY SIGNATURE OR FURTHER MANIFESTATION OF ASSENT, SHALL CONSTITUTE THE UNCONDITIONAL ACCEPTANCE BY THE SECURITYHOLDER AND ALL OTHERS HAVING A BENEFICIAL INTEREST IN SUCH TRUST SECURITY OF ALL THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT AND AGREEMENT TO THE SUBORDINATION PROVISIONS AND OTHER TERMS OF THE GUARANTEE AND THE INDENTURE, AND SHALL CONSTITUTE THE AGREEMENT OF THE TRUST, SUCH SECURITYHOLDER AND SUCH OTHERS THAT THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT SHALL BE BINDING, OPERATIVE AND EFFECTIVE AS BETWEEN THE TRUST AND SUCH SECURITYHOLDER AND SUCH OTHERS. SOUTHWEST GAS CORPORATIONPRINCIPAL FINANCIAL GROUP, as Depositor INC. By: :______________________________ Name: Title: BNY MIDWEST 57 WILMINGTON TRUST COMPANY, as Property Trustee and Delaware Trustee By: :______________________________ Name: Title: THE BANK OF NEW YORK (DELAWARE), By:______________________________ as Delaware Administrative Trustee By: Name: Title: EXHIBIT :______________________________ as Administrative Trustee Exhibit A CERTIFICATE OF TRUST OF SOUTHWEST GAS PRINCIPAL CAPITAL II THIS I This CERTIFICATE OF TRUST of Southwest Gas Principal Capital II I (the “"Trust”"), dated June 23, 2003, is being duly executed and filed by the undersigned, as trusteestrustee, to form a statutory trust under the Delaware Statutory Trust Act (12 Del. C.§§3801, Code Section 3801 et seq.) (the “"Act”").

Acceptance of Terms of Trust Agreement, Guarantee and Indenture. THE RECEIPT AND ACCEPTANCE OF A TRUST SECURITY OR ANY INTEREST THEREIN BY OR ON BEHALF OF A SECURITYHOLDER OR ANY BENEFICIAL OWNER, WITHOUT ANY SIGNATURE OR FURTHER MANIFESTATION OF ASSENT, SHALL CONSTITUTE THE UNCONDITIONAL ACCEPTANCE BY THE SECURITYHOLDER AND ALL OTHERS HAVING A BENEFICIAL INTEREST IN SUCH TRUST SECURITY OF ALL THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT AND AGREEMENT TO THE SUBORDINATION PROVISIONS AND OTHER TERMS OF THE GUARANTEE AND THE INDENTURE, AND SHALL CONSTITUTE THE AGREEMENT OF THE TRUST, SUCH SECURITYHOLDER AND SUCH OTHERS THAT THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT SHALL BE BINDING, OPERATIVE AND EFFECTIVE AS BETWEEN THE TRUST AND SUCH SECURITYHOLDER AND SUCH OTHERS. SOUTHWEST GAS CORPORATIONPRINCIPAL FINANCIAL GROUP, as Depositor INC. By: _________________________________ Name: Title: BNY MIDWEST 57 WILMINGTON TRUST COMPANY, as Property Trustee and Delaware Trustee By: _________________________________ Name: Title: THE BANK OF NEW YORK (DELAWARE), By: _________________________________ as Delaware Administrative Trustee By: Name: Title: EXHIBIT _________________________________ as Administrative Trustee Exhibit A CERTIFICATE OF TRUST OF SOUTHWEST GAS PRINCIPAL CAPITAL II THIS This CERTIFICATE OF TRUST of Southwest Gas Principal Capital II (the “"Trust”"), dated June 23, 2003, is being duly executed and filed by the undersigned, as trusteestrustee, to form a statutory trust under the Delaware Statutory Trust Act (12 Del. C.§§3801, Code Section 3801 et seq.) (the “"Act”").

Acceptance of Terms of Trust Agreement, Guarantee and Indenture. THE RECEIPT AND ACCEPTANCE OF A TRUST SECURITY OR ANY INTEREST THEREIN BY OR ON BEHALF OF A SECURITYHOLDER OR ANY BENEFICIAL OWNER, WITHOUT ANY SIGNATURE OR FURTHER MANIFESTATION OF ASSENT, SHALL CONSTITUTE THE UNCONDITIONAL ACCEPTANCE BY THE SECURITYHOLDER AND ALL OTHERS HAVING A BENEFICIAL OWNERSHIP INTEREST IN SUCH TRUST SECURITY OF ALL THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT AND AGREEMENT TO THE SUBORDINATION PROVISIONS AND OTHER TERMS OF THE GUARANTEE AND THE INDENTURE, AND SHALL CONSTITUTE THE AGREEMENT OF THE TRUST, SUCH SECURITYHOLDER AND SUCH OTHERS THAT THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT SHALL BE BINDING, OPERATIVE AND EFFECTIVE AS BETWEEN THE TRUST AND SUCH SECURITYHOLDER AND SUCH OTHERS. SOUTHWEST GAS CORPORATION, THIS TRUST AGREEMENT is executed as Depositor of the date first above written. ACTUANT CORPORATION By: Name: Title: BNY MIDWEST TRUST COMPANY, as Property Trustee By: Name: Title: THE BANK OF NEW YORK (DELAWARE)WILMINGTON TRUST COMPANY, as Delaware Trustee By: Name: Title: Xxxxxx X. Xxxxxxxxxx, as Administrative Trustee Xxxxx Xxxxxx, as Administrative Trustee Xxxxxx X. Xxxxxxxxx, as Administrative Trustee EXHIBIT A CERTIFICATE OF TRUST OF SOUTHWEST GAS ACTUANT CORPORATION CAPITAL II THIS CERTIFICATE OF TRUST This Certificate of Southwest Gas Trust of Actuant Corporation Capital II Trust (the “Trust”), dated June 23July 12, 20032005, is being duly executed and filed by the undersigned, as trustees, to form a statutory trust under the Delaware Statutory Trust Act (12 Del. C.§§3801, C. §§ 3801 et seq.) (the “Act”).

Acceptance of Terms of Trust Agreement, Guarantee and Indenture. THE RECEIPT AND ACCEPTANCE OF A TRUST SECURITY OR ANY INTEREST THEREIN BY OR ON BEHALF OF A SECURITYHOLDER OR ANY BENEFICIAL OWNER, WITHOUT ANY SIGNATURE OR FURTHER MANIFESTATION OF ASSENT, SHALL CONSTITUTE THE UNCONDITIONAL ACCEPTANCE BY THE SECURITYHOLDER AND ALL OTHERS HAVING A BENEFICIAL INTEREST IN SUCH TRUST SECURITY OF ALL THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT AND AGREEMENT TO THE SUBORDINATION PROVISIONS AND OTHER TERMS OF THE GUARANTEE AND THE INDENTURE, AND SHALL CONSTITUTE THE AGREEMENT OF THE TRUST, SUCH SECURITYHOLDER AND SUCH OTHERS THAT THE TERMS AND PROVISIONS OF THIS TRUST AGREEMENT SHALL BE BINDING, OPERATIVE AND EFFECTIVE AS BETWEEN THE TRUST AND SUCH SECURITYHOLDER AND SUCH OTHERS. SOUTHWEST GAS CORPORATIONACE INA HOLDINGS INC., as Depositor By: Name: Title: BNY MIDWEST BANK ONE TRUST COMPANY, NATIONAL ASSOCIATION, as Property Trustee By: Name: Title: THE BANK OF NEW YORK (ONE DELAWARE), INC., as Delaware Trustee By: Name: Title: EXHIBIT A CERTIFICATE OF TRUST OF SOUTHWEST GAS CAPITAL II THIS CERTIFICATE OF TRUST of Southwest Gas Capital II (the “Trust”), dated June 23, 2003, is being duly executed and filed by the undersigned, as trustees, to form a statutory trust under the Delaware Statutory Trust Act (12 Del. C.§§3801, et seq.) (the “Act”).: