Common use of Right of Trustee to Rely on Officers' Certificate, etc Clause in Contracts

Right of Trustee to Rely on Officers' Certificate, etc. Subject to Sections 6.1 and 6.2 hereof, whenever, in the administration of the trusts of this Indenture, the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, suffering or omitting any action hereunder, such matter (unless other evidence in respect thereof specifically prescribed herein) may, in the absence of gross negligence or willful misconduct on the part of the Trustee, be deemed to be conclusively proved and established by an Officer’s Certificate complying with Section 12.5 hereof delivered to the Trustee, and such Officer’s Certificate, in the absence of gross negligence or willful misconduct on the part of the Trustee, shall be full warrant to the Trustee for any action taken or omitted by it or under the provisions of this Indenture upon the faith thereof.

Appears in 2 contracts

Samples: Indenture (Fidelity National Financial, Inc.), Indenture (F&G Annuities & Life, Inc.)

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Right of Trustee to Rely on Officers' Certificate, etc. Subject to Sections 6.1 7.01 and 6.2 hereof7.02, whenever, whenever in the administration of the trusts of this Indenture, Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or suffering or omitting any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed hereinprescribed) may, in the absence of gross negligence or willful misconduct on the part of the Trustee, be deemed to be conclusively proved and established by an Officer’s Certificate complying with Section 12.5 hereof delivered to the Trustee, and such Officer’s Certificate, in the absence of gross Trustee unless there was negligence or willful misconduct on the part of the TrusteeTrustee in relying on such certificate, and such certificate, shall be full warrant to the Trustee for any action taken taken, suffered or omitted by it or under the provisions of this Indenture upon the good faith thereofthereof unless there was negligence or willful misconduct on the part of the Trustee in relying on such certificate.

Appears in 2 contracts

Samples: Trust Indenture (First Responder Systems & Technology Inc.), Trust Indenture (First Responder Systems & Technology Inc.)

Right of Trustee to Rely on Officers' Certificate, etc. Subject to Sections 6.1 6.01 and 6.2 hereof6.02, whenever, whenever in the administration of the trusts of this Indenture, Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or suffering or omitting any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed hereinprescribed) may, in the absence of gross fraud, negligence or willful misconduct bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officer’s a Company Officers’ Certificate complying with Section 12.5 hereof delivered to the Trustee, and such Officer’s Company Officers’ Certificate, in the absence of gross negligence or willful misconduct on the part of the Trustee, shall be full warrant to the Trustee for any action taken taken, suffered or omitted by it or under the provisions of this Indenture upon the faith thereof.

Appears in 1 contract

Samples: Indenture (First Busey Corp /Nv/)

Right of Trustee to Rely on Officers' Certificate, etc. Subject to Sections 6.1 6.01 and 6.2 hereof6.02, whenever, whenever in the administration of the trusts of this Indenture, Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or suffering or omitting any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed hereinprescribed) may, in the absence of gross negligence or willful misconduct on the part of the Trustee, be deemed to be conclusively proved and established by an Officer’s 's Certificate complying with Section 12.5 hereof delivered to the Trustee, and such Officer’s Certificate, in the absence of gross Trustee unless there was negligence or willful misconduct on the part of the TrusteeTrustee in relying on such certificate, and such certificate, shall be full warrant to the Trustee for any action taken taken, suffered or omitted by it or under the provisions of this Indenture upon the good faith thereofthereof unless there was negligence or willful misconduct on the part of the Trustee in relying on such certificate.

Appears in 1 contract

Samples: Nvidia Corp/Ca

Right of Trustee to Rely on Officers' Certificate, etc. Subject to Sections 6.1 5.01 and 6.2 hereof5.04, whenever, whenever in the administration of the trusts of this Indenture, Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or suffering or omitting any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed hereinprescribed) may, in the absence of gross negligence or willful misconduct on the part of the Trustee, be deemed to be conclusively proved and established by an Officer’s Officers’ Certificate complying with Section 12.5 hereof and Opinion of Counsel delivered to the Trustee, and such Officer’s Certificatecertificate, in the absence of gross negligence or willful misconduct on the part of the Trustee, shall be full warrant to the Trustee for any action taken taken, suffered or omitted by it or under the provisions of this Indenture upon the faith thereof.

Appears in 1 contract

Samples: Lightning eMotors, Inc.

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Right of Trustee to Rely on Officers' Certificate, etc. Subject to Sections 6.1 and 6.2 hereof6.2, whenever, whenever in the administration of the trusts of this Indenture, Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or suffering or omitting any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed hereinprescribed) may, in the absence of gross negligence or willful misconduct on the part of the Trustee, be deemed to be conclusively proved and established by an Officer’s Certificate complying with Section 12.5 hereof 11.5 delivered to the Trustee, and such Officer’s Certificatecertificate, in the absence of gross negligence or willful misconduct on the part of the Trustee, shall be full warrant to the Trustee for any action taken taken, suffered or omitted by it or under the provisions of this Indenture upon the faith thereof.

Appears in 1 contract

Samples: Indenture (Kellanova)

Right of Trustee to Rely on Officers' Certificate, etc. Subject to Sections 6.1 and 6.2 hereofExcept as otherwise provided in Section 7.1, whenever, whenever in the administration of the trusts provisions of this Indenture, Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or suffering or omitting to take any action hereunder, it shall be entitled to receive, and such matter (unless other evidence in respect thereof be herein specifically prescribed hereinprescribed) may, in the absence of gross negligence or willful misconduct bad faith on the part of the Trustee, be deemed to be conclusively proved provided and established by an Officer’s Certificate complying with Section 12.5 hereof delivered to the Trustee, Trustee and such Officer’s Certificatecertificate, in the absence of gross negligence or willful misconduct on the part of the Trustee, shall be full warrant to the Trustee for any action taken taken, suffered or omitted to be taken by it or under the provisions of this Indenture upon the faith thereof.

Appears in 1 contract

Samples: Indenture (Southwestern Energy Co)

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