Authority and Duties of the Trustee Sample Clauses

Authority and Duties of the Trustee. (a) The Trustee is authorized and directed to execute and deliver this Agreement, and to execute and deliver on behalf of the Trust, the Credit Documents and any other document or instrument attached as an Exhibit to, contemplated by, or necessary or incidental hereto, in such form as the Advisory Board shall approve, as evidenced conclusively by the Trustee's execution thereof. The execution and delivery of, and performance of the terms of any other document or instrument necessary or incidental hereto shall be deemed not to conflict with or constitute a breach or default under this Agreement. The Trustee shall have only such authority and shall perform such duties as are expressly set forth in this Agreement.
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Authority and Duties of the Trustee. Section 6.01
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Authority and Duties of the Trustee. (a) The Trustee is authorized and directed to execute and deliver this Agreement, the Participation Agreement, the Chaparral LLC Agreement, the Indenture, the Security Agreement, the Remarketing Agreement, the Closing Agreement, the Dealer Manager Agreement, the New Indenture, any other Transaction Document to which the Trust or the Trustee is a party, and each certificate or other document attached as an exhibit to or contemplated by any such agreement, which agreements, or amendments thereto, as applicable (other than the Commencement Date Documents), may be declared effective by the Trustee upon receipt of notice from the Certificateholders that all conditions precedent set forth in Section 5 of the Closing Agreement have been satisfied. The execution and delivery of, and performance of the terms of, the Participation Agreement, the Chaparral LLC Agreement, the Indenture, the Security Agreement, the Remarketing Agreement, the Closing Agreement, the Dealer Manager Agreement, the New Indenture and each certificate of other document attached as an exhibit to or otherwise expressly contemplated by any such agreement shall be deemed not to conflict with or constitute a breach or default under this Agreement. The Trustee shall have only such authority and duties as are expressly set forth in this Agreement. Subject to Sections 10.02 and 12.04, the Trustee shall, upon the written instruction of the Majority Certificateholders (and the holder of the El Paso Interest with respect to clause (i) below), (i) amend the Certificate of Trust or this Agreement and (ii) execute, acknowledge, deliver, file or record any document or instrument necessary or appropriate to carry out the provisions of this Agreement, the Participation Agreement, the Chaparral LLC Agreement, the Indenture, the Security Agreement, the Remarketing Agreement, the Closing Agreement, the Dealer Manager Agreement or the New Indenture in such form as is provided to it; provided that such action does not alter the rights, powers and duties of the Trustee as set forth in this Article IX.
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Authority and Duties of the Trustee. (a) The Trustee shall have the authority to act on behalf of the Trust to carry out the purposes of the Trust and duties of the Trust under the Transaction Documents to which the Trust or the Trustee is a party. The Trustee is authorized and directed to execute and deliver this Agreement and the Participation Agreement and each certificate or other document attached as an exhibit to or contemplated by any such agreement, in such form as both Beneficial Owners shall approve subject to the terms of the Transaction Documents, as evidenced conclusively by the Trustee's execution thereof. The execution and delivery of, and performance of the terms of, the Participation Agreement, and each certificate or other document attached as an exhibit to or otherwise expressly contemplated by any such agreement shall be deemed not to conflict with or constitute a breach or default under this Agreement. The Trustee shall have only such authority and duties as are expressly set forth in this Agreement. Upon the written instruction of both Beneficial Owners, the Trustee shall amend the Certificate of Trust or this Agreement, and shall execute, acknowledge, deliver, file or record any document or instrument necessary or appropriate to carry out the provisions of this Agreement, and the Participation Agreement in such form as is provided to it; provided that such action does not alter the rights, powers and duties of the Trustee as set forth in this Article VII.
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Authority and Duties of the Trustee 
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Related to Authority and Duties of the Trustee

  • AUTHORITY AND DUTIES OF THE OWNER TRUSTEE ACTION BY CERTIFICATEHOLDERS

  • Powers and Duties of the Trustee The rights, powers, duties and authorities of the Trustee under this Agreement, in its capacity as Trustee of the Trust, shall include:

  • Authority and Duties of Owner Trustee Section 6.01.

  • Appointment Authority and Duties of Agent 12.1.1. Appointment and Authority. Each Lender appoints and designates Bank of America as Agent hereunder. Agent may, and each Lender authorizes Agent to, enter into all Loan Documents to which Agent is intended to be a party and accept all Security Documents, for Agent’s benefit and the Pro Rata benefit of Lenders. Each Lender agrees that any action taken by Agent or Required Lenders in accordance with the provisions of the Loan Documents, and the exercise by Agent or Required Lenders of any rights or remedies set forth therein, together with all other powers reasonably incidental thereto, shall be authorized by and binding upon all Lenders. Without limiting the generality of the foregoing, Agent shall have the sole and exclusive authority to (a) act as the disbursing and collecting agent for Lenders with respect to all payments and collections arising in connection with the Loan Documents; (b) execute and deliver as Agent each Loan Document, including any intercreditor or subordination agreement, and accept delivery of each Loan Document from any Loan Party or other Person; (c) act as collateral agent for Secured Parties for purposes of perfecting and administering Liens under the Loan Documents, and for all other purposes stated therein; (d) manage, supervise or otherwise deal with Collateral; and (e) take any Enforcement Action or otherwise exercise any rights or remedies with respect to any Collateral under the Loan Documents, Applicable Law or otherwise. The duties of Agent shall be ministerial and administrative in nature, and Agent shall not have a fiduciary relationship with any Lender, Secured Party, Participant or other Person, by reason of any Loan Document or any transaction relating thereto. Agent alone shall be authorized to determine whether any Accounts or Rolling Stock constitute Eligible Accounts or Eligible Included Rolling Stock, or whether to impose or release any reserve, which determinations and judgments, if exercised in good faith, shall exonerate Agent from liability to any Lender or other Person for any error in judgment.

  • Authority and Duties All officers, as between themselves and the Corporation, shall have such authority and perform such duties in the management of the Corporation as may be provided in these By-laws or, to the extent so provided, by the Board.

  • Powers and Duties of the Guarantee Trustee (a) This Guarantee shall be held by the Guarantee Trustee for the benefit of the Holders of the Capital Securities, and the Guarantee Trustee shall not transfer this Guarantee to any Person except a Holder of Capital Securities exercising his or her rights pursuant to Section 4.4(b) or to a Successor Guarantee Trustee on acceptance by such Successor Guarantee Trustee of its appointment to act as Successor Guarantee Trustee. The right, title and interest of the Guarantee Trustee shall automatically vest in any Successor Guarantee Trustee, and such vesting and cessation of title shall be effective whether or not conveyancing documents have been executed and delivered pursuant to the appointment of such Successor Guarantee Trustee.

  • Appointment and Duties of the Manager (a) The Company hereby appoints the Manager to manage the assets of the Company subject to the further terms and conditions set forth in this Agreement and the Manager hereby agrees to use its commercially reasonable efforts to perform each of the duties set forth herein. The appointment of the Manager shall be exclusive to the Manager except to the extent that the Manager otherwise agrees, in its sole and absolute discretion, and except to the extent that the Manager elects, pursuant to the terms of this Agreement, to cause the duties of the Manager hereunder to be provided by third parties.

  • Duties of the Trustee The Trustee, before the occurrence of an Event of Default and after the curing of all Events of Default that may have occurred, shall undertake to perform such duties and only such duties as are specifically set forth in this Agreement. In case an Event of Default has occurred and remains uncured, the Trustee shall exercise such of the rights and powers vested in it by this Agreement, and use the same degree of care and skill in their exercise as a prudent person would exercise or use under the circumstances in the conduct of such person's own affairs. The Trustee, upon receipt of all resolutions, certificates, statements, opinions, reports, documents, orders or other instruments furnished to the Trustee that are specifically required to be furnished pursuant to any provision of this Agreement shall examine them to determine whether they are in the form required by this Agreement. The Trustee shall not be responsible for the accuracy or content of any such resolution, certificate, statement, opinion, report, document, order, or other instrument. No provision of this Agreement shall be construed to relieve the Trustee from liability for its own negligent action, its own negligent failure to act or its own willful misconduct; provided, however, that, unless an Event of Default known to the Trustee has occurred and is continuing,

  • Powers and Duties of Trustees Section 3.1 General 6 Section 3.2 Investments 6 Section 3.3 Legal Title 7 Section 3.4 Issuance and Repurchase of Shares 7 Section 3.5 Borrow Money or Utilize Leverage 7 Section 3.6 Delegation; Committees 7 Section 3.7 Collection and Payment 8 Section 3.8 Expenses 8 Section 3.9 By-Laws 8 Section 3.10 Miscellaneous Powers 8 Section 3.11 Further Powers 8

  • Powers and Duties of the Preferred Guarantee Trustee (a) This Preferred Securities Guarantee shall be held by the Preferred Guarantee Trustee for the benefit of the Holders of the Preferred Securities, and the Preferred Guarantee Trustee shall not transfer this Preferred Securities Guarantee to any Person except a Holder of Preferred Securities exercising his or her rights pursuant to Section 5.4(b) or to a Successor Preferred Guarantee Trustee on acceptance by such Successor Preferred Guarantee Trustee of its appointment to act as Successor Preferred Guarantee Trustee. The right, title and interest of the Preferred Guarantee Trustee shall automatically vest in any Successor Preferred Guarantee Trustee, and such vesting and cessation of title shall be effective whether or not conveyancing documents have been executed and delivered pursuant to the appointment of such Successor Preferred Guarantee Trustee.

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