Common use of Certain Rights Clause in Contracts

Certain Rights. (a) Whenever in the administration of the provisions of this Agreement the Collateral Agent, the Custodial Agent or the Securities Intermediary shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, be deemed to be conclusively proved and established by a certificate signed by one of the Company's officers, and delivered to the Collateral Agent, the Custodial Agent or the Securities Intermediary and such certificate, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, shall be full warrant to the Collateral Agent, the Custodial Agent or the Securities Intermediary for any action taken, suffered or omitted by it under the provisions of this Agreement upon the faith thereof.

Certain Rights. (a) Whenever in the administration of the provisions of this Agreement the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities Intermediary Registrar shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering or omitting to take any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities IntermediaryRegistrar, be deemed to be conclusively proved and established by a certificate signed by one of the Company's Corporation’s officers, and delivered to the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities Intermediary Registrar and such certificate, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities IntermediaryRegistrar, shall be full warrant to the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities Intermediary Registrar for any action taken, suffered or omitted by it any of them under the provisions of this Agreement upon the faith thereofin reliance thereon.

Certain Rights. (a) Whenever in the administration of the provisions of this Agreement the Collateral Agent, the Custodial Agent or the Securities Intermediary shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, be deemed to be conclusively proved and established by a certificate signed by one of the Company's ’s officers, and delivered to the Collateral Agent, the Custodial Agent or the Securities Intermediary and such certificate, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, shall be full warrant to the Collateral Agent, the Custodial Agent or the Securities Intermediary for any action taken, suffered or omitted by it under the provisions of this Agreement upon the faith thereof.

Certain Rights. (a) Whenever in the administration of the provisions of this Agreement the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities Intermediary Registrar shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering or omitting to take any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in Collateral Agreement the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities IntermediaryRegistrar, be deemed to be conclusively proved and established by a certificate signed by one of the Company's ’s officers, and delivered to the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities Intermediary Registrar and such certificate, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities IntermediaryRegistrar, shall be full warrant to the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities Intermediary Registrar for any action taken, suffered or omitted by it any of them under the provisions of this Agreement upon the faith thereofin reliance thereon.

Certain Rights. (a) Whenever in the administration of the provisions of this Agreement the Collateral Agent, the Custodial Agent or the Securities Intermediary shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence, negligence or bad faith or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, be deemed to be conclusively proved and established by a certificate signed by one of the Company's officers, and delivered to the Collateral Agent, the Custodial Agent or the Securities Intermediary and such certificate, in the absence of gross negligence, negligence or bad faith or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, shall be full warrant to the Collateral Agent, the Custodial Agent or the Securities Intermediary for any action taken, suffered or omitted by it under the provisions of this Agreement upon the faith thereof.

Certain Rights. (a) Whenever in the administration of the provisions of this Agreement the Collateral Agent, the Custodial Agent or the Securities Intermediary shall deem it necessary or desirable that a matter be proved or established prior to taking taking, or omitting to take, or suffering any action hereunder, or suffering to be taken hereunderexist any state of events, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, be deemed to be conclusively proved and established by a certificate signed by one of the Company's ’s officers, and delivered to the Collateral Agent, the Custodial Agent or the Securities Intermediary and such certificate, in the absence of gross negligence, willful misconduct, bad faith or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, shall be full warrant to the Collateral Agent, the Custodial Agent or the Securities Intermediary for any action taken, suffered or omitted by it under the provisions of this Agreement upon the faith thereofin reliance thereon.

Certain Rights. (a) Whenever in the administration of the provisions of this Agreement the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities Intermediary Registrar shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering or omitting to take any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities IntermediaryRegistrar, be deemed to be conclusively proved and established by a certificate signed by one of the Company's ’s officers, and delivered to the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities Intermediary Registrar and such certificate, in the absence of gross negligence, bad faith or willful misconduct on the part of the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities IntermediaryRegistrar, shall be full warrant to the Collateral Agent, the Securities Intermediary, the Custodial Agent or the Securities Intermediary Registrar for any action taken, suffered or omitted by it any of them under the provisions of this Agreement upon the faith thereof.in reliance thereon. Amended and Restated Collateral Agreement

Certain Rights. (a) Whenever in the administration of the provisions of this Agreement the Collateral Agent, the Custodial Agent or the Securities Intermediary shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence, bad faith negligence or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, be deemed to be conclusively proved and established by a certificate signed by one of the Company's ’s officers, and delivered to the Collateral Agent, the Custodial Agent or the Securities Intermediary and such certificate, in the absence 101 of gross negligence, bad faith negligence or willful misconduct on the part of the Collateral Agent, the Custodial Agent or the Securities Intermediary, shall be full warrant to the Collateral Agent, the Custodial Agent or the Securities Intermediary for any action taken, suffered or omitted by it under the provisions of this Agreement upon the faith thereof.