Common use of Certain Rights Clause in Contracts

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s gross negligence or willful misconduct. Grantor’s obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 7 contracts

Samples: Assignment and Assumption (Aventine Renewable Energy Holdings Inc), Base Indenture (DineEquity, Inc), Credit Agreement (Dean Foods Co)

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Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s or Beneficiary’s gross negligence or willful misconduct. Grantor’s obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 6 contracts

Samples: Fixture Filing and Security Agreement (GNLV Corp), Fixture Filing and Security Agreement (GNLV Corp), Fixture Filing and Security Agreement (GNLV Corp)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it him hereunder, believed by it him in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it him in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be renderedhis duties. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it him in the performance of its his duties, including those arising from the joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s gross negligence or willful misconductmisconduct hereunder. Grantor’s obligations under this Section 8.1 7.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 3 contracts

Samples: Security Agreement and Fixture Filing (KBS Strategic Opportunity REIT, Inc.), Security Agreement and Fixture Filing (360 Global Wine Co), Green Plains Inc.

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s 's services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s 's gross negligence or willful misconduct. Grantor’s 's obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 3 contracts

Samples: Contribution and Loan Agreement (Delphi Properties Inc), Credit Agreement (Headwaters Inc), Credit Agreement (Headwaters Inc)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s 's services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s 's gross negligence or willful misconduct. Grantor’s 's obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 2 contracts

Samples: Security Agreement (Icg Communications Inc /De/), Escrow Agreement (Icg Communications Inc /De/)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be rendered. Grantor shallGRANTOR SHALL, from time to timeFROM TIME TO TIME, pay the compensation due to Trustee hereunder and reimburse Trustee forPAY THE COMPENSATION DUE TO TRUSTEE HEREUNDER AND REIMBURSE TRUSTEE FOR, and indemnifyAND INDEMNIFY, defend and save Trustee harmless againstDEFEND AND SAVE TRUSTEE HARMLESS AGAINST, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of TrusteeALL LIABILITY AND REASONABLE EXPENSES WHICH MAY BE INCURRED BY IT IN THE PERFORMANCE OF ITS DUTIES; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s or Beneficiary’s gross negligence negligence, willful misconduct or willful misconduct. Grantor’s obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligenceactions taken in bad faith.

Appears in 2 contracts

Samples: Security Agreement and Fixture Filing (Erickson Air-Crane Inc.), Intercreditor Agreement (Erickson Air-Crane Inc.)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it him hereunder, believed by it him in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it him in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be renderedhis duties. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it him in the performance of its his duties, including those arising from the joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s gross negligence or willful misconductmisconduct hereunder. Grantor’s obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 2 contracts

Samples: Security Agreement (Pantry Inc), Pantry Inc

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with legal counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it Trustee hereunder, believed by it Trustee in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it Trustee in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be renderedduties. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it Trustee in the performance of its Trustee’s duties, including those arising from the joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s 's gross negligence or willful misconductmisconduct hereunder. Grantor’s 's obligations under this Section 8.1 7.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 2 contracts

Samples: , Security Agreement (Mission West Properties Inc), , Security Agreement (Mission West Properties Inc)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s gross negligence or willful misconduct. Grantor’s obligations under this Section 8.1 8.01 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 2 contracts

Samples: Security Agreement (Houghton Mifflin Harcourt Co), Security Agreement (Houghton Mifflin Harcourt Co)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Subject to applicable law, Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s 's services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s 's or Beneficiary's gross negligence or willful misconduct. Grantor’s 's obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 2 contracts

Samples: Leases and Security Agreement (Interdent Inc), Leases and Security Agreement (Interdent Inc)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s gross negligence or willful misconduct. Grantor’s obligations under this Section 8.1 0 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 1 contract

Samples: Base Indenture (Wendy's Co)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it such Trustee hereunder, believed by it such Trustee in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it such Trustee in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be renderedhis duties. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it such Trustee in the performance of its such Trustee's duties, including those arising from the joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s 's gross negligence or willful misconductmisconduct hereunder. Grantor’s 's obligations under this Section 8.1 6.02 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 1 contract

Samples: Glimcher Realty Trust

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Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it him hereunder, reasonably believed by it him in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it him in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be renderedhis duties. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it him in the performance of its his duties, including those arising from the joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s 's or Beneficiary's gross negligence or willful misconductmisconduct hereunder. Grantor’s 's obligations under this Section 8.1 7.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 1 contract

Samples: Winston Hotels Inc

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s 's services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s 's gross negligence or willful misconduct. Grantor’s 's obligations under this Section 8.1 .1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Medical Device Manufacturing, Inc.)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it him hereunder, believed by it him in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it him in the performance of its his duties and to reasonable compensation for Trustee’s services hereunder as shall be renderedhereunder. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it him in the performance of its his duties, including those arising from the joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s gross negligence or willful misconductmisconduct hereunder. Grantor’s obligations under this Section 8.1 7.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 1 contract

Samples: Deed of Trust and Security Agreement (NNN 2003 Value Fund LLC)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it him hereunder, believed by it him in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it him in the performance of its duties and his duties, including those arising from the joint, concurrent or comparative negligence of Trustee; however, Grantor shall not be liable under such indemnification to reasonable compensation for the extent such liability or expenses result solely from Trustee’s services hereunder as shall be rendered's gross negligence or willful misconduct hereunder. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it him in the performance of its duties, including those his duties other than liabilities or expenses arising from joint, concurrent, or comparative negligence accruing as a result of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s 's gross negligence or willful misconduct. Grantor’s 's obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 1 contract

Samples: Del Laboratories Inc

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s or Beneficiary’s gross negligence or willful misconduct. Grantor’s obligations under this Section 8.1 9.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 1 contract

Samples: Oasis Interval Ownership, LLC

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it him hereunder, believed by it him in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it him in the performance of its duties and his duties, including those arising from the joint, concurrent, or comparative negligence of Trustee; however, Grantor shall not be liable under such indemnification to reasonable compensation for the extent such liability or expenses result solely from Trustee’s services hereunder as shall be renderedgross negligence or willful misconduct hereunder. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it him in the performance of its his duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s gross negligence or willful misconduct. Grantor’s obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 1 contract

Samples: Credit Agreement (Uap Holding Corp)

Certain Rights. With the approval of Beneficiary, Trustee shall have the right to select, employ and consult with counsel. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by it hereunder, believed by it in good faith to be genuine. Trustee shall be entitled to reimbursement for actual, reasonable expenses incurred by it in the performance of its duties and to reasonable compensation for Trustee’s services hereunder as shall be rendered. Grantor shall, from time to time, pay the compensation due to Trustee hereunder and reimburse Trustee for, and indemnify, defend and save Trustee harmless against, all liability and reasonable expenses which may be incurred by it in the performance of its duties, including those arising from joint, concurrent, or comparative negligence of Trustee; provided, however, that Grantor shall not be liable under such indemnification to the extent such liability or expenses result solely from Trustee’s gross negligence or willful misconduct. Except to the extent prohibited by law, Grantor’s obligations under this Section 8.1 shall not be reduced or impaired by principles of comparative or contributory negligence.

Appears in 1 contract

Samples: Credit Agreement (Alliant Techsystems Inc)

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