Reliance by Liquidating Trustee Clause Samples
The "Reliance by Liquidating Trustee" clause defines the authority of the Liquidating Trustee to act in good faith based on information, reports, or advice received from professionals, agents, or other parties. In practice, this means the trustee can make decisions or take actions relying on the expertise or statements of accountants, attorneys, or consultants without being held personally liable for errors arising from such reliance. This clause is essential for enabling the trustee to efficiently manage and administer the liquidation process, as it protects them from undue liability and encourages the use of expert guidance in complex matters.
Reliance by Liquidating Trustee. Except as otherwise provided herein:
(a) the Liquidating Trustee may rely, and shall be protected in acting upon, any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, or other paper or document believed by the Liquidating Trustee to be genuine and to have been signed or presented by the proper party or parties; and
(b) Persons dealing with the Liquidating Trustee shall look only to the assets of the Liquidating Trust to satisfy any liability incurred by the Liquidating Trustee to such Person in carrying out the terms of this Liquidating Trust Agreement, and neither the Liquidating Trustee nor any member of the Plan Advisory Committee shall have any personal obligation to satisfy any such liability.
Reliance by Liquidating Trustee. Except as otherwise provided in Section 7.1:
(a) The Liquidating Trustee may rely and shall be protected in acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties.
(b) The Liquidating Trustee may consult with legal counsel, auditors or other experts to be selected by it, including firms with which the Liquidating Trustee may be an affiliate, and the advice or opinion of such counsel, accountants, auditors or other experts shall be full and complete protection to the Liquidating Trustee, the employees and the agents of the Liquidating Trustee in respect of any action taken or omitted or suffered by them in good faith and in reliance on, or in accordance with, such advice or opinion.
(c) Persons dealing with the Liquidating Trustee shall look only to the Liquidating Trust Assets in the Liquidating Trust to satisfy any liability relating to the Liquidating Trust Assets in the Liquidating Trust incurred by the Liquidating Trustee to such Person in carrying out the terms of this Liquidating Trust, and the Liquidating Trustee shall have no obligation to satisfy any such liability. If for any purposes hereunder such liability is properly allocated to two or more Investment Trusts or Liquidating Trusts, then such liability shall be satisfied from the Liquidating Trust Assets of the relevant Liquidating Trust as directed by the General Partners of the predecessor Investment Trusts in a manner consistent with the allocation practices prior to the Investment Trusts’ liquidations.
(d) As far as practicable and except as expressly permitted above, the Liquidating Trustee shall cause any written instrument creating an obligation of the Liquidating Trust to include a reference to this Agreement and to provide that neither the Beneficiaries, the Liquidating Trustee nor their agents shall be liable thereunder and that the other parties to such instrument shall look solely to the Liquidating Trust Assets held in the Liquidating Trust for the payment of any claim thereunder or the performance thereof; provided, however, that the omission of such provision from any such instrument shall not render the Beneficiaries, the Liquidating Trustee, or their agents liable nor shall the Liquidating Trustee be liable to anyone for such omission.
Reliance by Liquidating Trustee. Except as otherwise provided in Article 8 hereof:
(a) the Liquidating Trustee and each Liquidating Trustee may rely, and shall be protected in acting upon, any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, or other paper or document believed by him to be genuine and to have been signed or presented by the proper party or parties; and
(b) Persons dealing with the Liquidating Trustee shall look only to the Liquidating Trust Assets to satisfy any liability incurred by the Liquidating Trustee to such person in carrying out the terms of this Trust Agreement, and neither the Liquidating Trustee nor any Trustee shall have any personal obligation to satisfy any such liability.
Reliance by Liquidating Trustee. Except as otherwise provided in Section 4.03 above:
(a) the Liquidating Trustee may rely, and shall be protected in acting upon, any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, or other paper or document believed by him to be genuine and to have been signed or presented by the proper party or parties;
(b) the Liquidating Trustee may consult with any and all professionals to be selected by him or the Liquidating Trust, and the Liquidating Trustee shall not be liable for any action taken or omitted to be taken by him in accordance with the advice of such professionals, unless the Liquidating Trustee was reckless and/or grossly negligent; and
(c) persons dealing with the Liquidating Trustee shall look only to the Liquidating Trust Assets to satisfy any liability incurred by the Liquidating Trustee to such person in carrying out the terms of this Liquidating Trust Agreement, and the Liquidating Trustee shall have no personal obligation to satisfy any such liability, except as described in Section 4.03 above.
Reliance by Liquidating Trustee. Except as otherwise provided in Section 7.1: (a) The Liquidating Trustee may rely and shall be protected in acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties.
Reliance by Liquidating Trustee. The Liquidating Trustee may rely, and shall be fully protected personally in acting upon any resolution, statement, certificate, instrument, opinion, report, notice, request, consent, order or other instrument or document that the Liquidating Trustee has no reasonable belief to be other than genuine and to have been signed or presented other than by the proper party or parties or, in the case of facsimile transmissions, to have been sent other than by the proper party or parties, in each case without obligation to satisfy himself that the same was given in good faith and without responsibility for errors in delivery, transmission or receipt. In the absence of the Liquidating Trustee’s bad faith, the Liquidating Trustee may rely as to the truth of statements and correctness of the facts and opinions expressed therein and shall be fully protected personally in acting thereon. The Liquidating Trustee may consult with legal counsel and Liquidating Trustee Professionals shall be fully protected in respect of any action taken or suffered by the Liquidating Trustee in accordance with the opinion or advice of legal counsel or the Liquidating Trustee Professionals (whether or not written). The Liquidating Trustee may at any time seek instructions from the Bankruptcy Court concerning the acquisition, management or disposition of the Liquidating Trust Assets. The Liquidating Trustee shall be fully protected in respect of any act or omission taken or suffered in accordance with a direction of the Trust Advisory Committee.
Reliance by Liquidating Trustee. The Liquidating Trustee may rely on, and shall be fully protected personally in acting upon any resolution, statement, certificate, instrument, opinion, report, notice, request, consent, order or other instrument or document which he or she has no reason to believe to be other than genuine and to have been signed or presented other than by the proper Person or Persons or, in the case of digital facsimile transmissions, to have been sent other than by the proper Person or Persons, in each case without obligation to satisfy him or her that the same was given in good faith and without responsibility for errors in delivery, transmission or receipt. In the absence of bad faith, willful misconduct, gross negligence, willful disregard of duties or breach of this Scotia Pacific Liquidating Trust Agreement, the Liquidating Trustee may rely on the truth of statements and correctness of the facts and opinions expressed therein and shall be fully protected personally in acting thereon. The Liquidating Trustee may consult with legal counsel and shall be fully protected in respect of any action taken or suffered by him or her in accordance with the written opinion of legal counsel. The Liquidating Trustee may at any time seek instructions from the Bankruptcy Court concerning the acquisition, management, or disposition of the Trust Assets.