Regarding the Agent Clause Samples

Regarding the Agent. The Agent shall be afforded in respect of this Agreement all of the rights, powers, protections, immunities and indemnities set forth in Article 4 and Article 5 of the Depositary Agreement which are applicable between the Agent and the Issuer thereunder, and the provisions of Article 4 and Article 5 of the Depositary Agreement which are applicable between the Agent and the Issuer thereunder shall inure to the benefit of the Agent in respect to this Agreement and be binding upon POA in such respect, in each case as if the same were specifically set forth herein, mutatis mutandis. In furtherance and not in derogation of such rights, powers, protections, immunities and indemnities set forth in Article 4 and Article 5 of the Depositary Agreement: (a) The Agent is authorized to take all such action as is provided to be taken by it as the Agent hereunder and all other action incidental thereto. As to any matters not expressly provided for herein the Agent shall act or refrain from acting in accordance with written instructions from the Required Holders or, in the absence of such instructions, in accordance with its discretion. (b) The Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Lien on any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder. The Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by each of GAS LP and the Assignor. (c) At any time or times, in order to comply with any legal requirement in any jurisdiction, the Agent may appoint another bank or trust company or one or more other Persons, either to act as co-agents or co-agents, jointly with the Agent, or to act as separate agent or agents on behalf of the Agent with such power and authority of the Agent as may be necessary for the effectual operation of the provisions hereof and may be specified in the instrument of appointment (which may, in the discretion of the Agent, include extending to such co-agent or separate agent the provisions for the protection of the Agent contained in Article 4 and Article 5 of the Depositary Agreement).