Direction of Trustee Sample Clauses
The "Direction of Trustee" clause defines the process by which a trustee receives and acts upon instructions from authorized parties, such as beneficiaries or settlors. Typically, this clause outlines who is permitted to direct the trustee, the form such directions must take (for example, written or signed instructions), and any limitations or conditions under which the trustee must comply. Its core practical function is to ensure that the trustee acts in accordance with the intentions of those with authority, while also providing a clear framework for communication and decision-making, thereby reducing ambiguity and potential disputes.
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Direction of Trustee. (a) Notwithstanding anything contained herein, it is expressly understood and agreed by the parties hereto that Purchaser is acting as a trustee and whenever any consent, approval, discretion, calculation or other action of the Purchaser is contemplated hereby, Purchaser may act in accordance with the instructions of the appropriate percentage of certificate holders (pursuant to the Trust Agreement), or otherwise in accordance with the terms and provisions of the documents creating and relative to the administration of the Trust, and not on its own discretion.
(b) By accepting or approving anything required to be observed, performed or fulfilled by the Company or to be given to the Trustee pursuant to this Agreement, including, without limitation, any certificate, balance sheet, statement of profit and loss or other financial statement, survey, receipt, appraisal or insurance policy, the Trustee shall not be deemed to have warranted or represented the sufficiency, legality, effectiveness or legal effect of the same, or of any term, provision or condition thereof and any such acceptance or approval thereof shall not be or constitute any warranty or representation with respect thereto by the Trustee.
(c) The Trustee shall not be liable for any act or omission by it pursuant to the provisions of this Agreement, its gross negligence or willful misconduct (or ordinary negligence in connection with the handing of funds). The Trustee shall not incur any liability to the Company or any other party in connection with the acts or omissions of the Trustee in reliance upon any certificate or other paper believed by the Trustee to be genuine or with respect to any other thing which the Trustee may do or refrain from doing, unless such act or omission amounts to gross negligence or willful misconduct (or ordinary negligence in connection with the handling of funds) by the Trustee. In connection with the performance of its duties pursuant to this Agreement, the Trustee may consult with counsel of its own selection, and anything which the Trustee may do or refrain from doing, in good faith, in reliance upon the opinion of such counsel shall be full justification and protection to the Trustee.
Direction of Trustee. At the direction of the Agent or the Majority Lenders, exercise its right under Section 8.14 of the Pooling Agreement to direct the trustee under the Bunge Master Trust when the Lenders are affected by the conduct of any proceeding or the exercise of any right conferred on the trustee under the Bunge Master Trust.
Direction of Trustee. Upon the happening of any Event of Default, except as expressly provided herein, the Noteholders of at least a majority of the Outstanding Amount of the Highest Priority Notes, shall have the right by an instrument or instruments in writing delivered to the Trustee to direct and control the Trustee as to the method of taking any and all proceedings for any investment or sale of any or all of the Trust Estate (in accordance with and subject to the satisfaction of the further conditions set forth in Section 6.04 hereof), or for the appointment of a
Direction of Trustee. By taking delivery of a Special Warrant Certificate, the holder of the Special Warrants represented thereby is deemed to have irrevocably authorized and directed the Trustee to convert such Special Warrants pursuant to, and in accordance with, Section 4.2(a) hereof.
Direction of Trustee. Any investment direction shall be made in writing by the Employer, investment manager, or other properly authorized person, as applicable. A Directed Trustee must act solely in accordance with the direction of the Plan Administrator, the Employer, any employees or agents of the Employer, a properly appointed investment manager or other fiduciary of the Plan, a Plan Participant or other properly authorized person. (See Section 10.07 of the Plan and Section 1.04 of this ASC Trust Agreement (Governmental) relating to Participant-directed investments.)
Direction of Trustee. Upon the happening of any Event of Default, the Registered Owners of a majority in aggregate principal amount of the Notes then Outstanding, shall have the right by an instrument or instruments in writing delivered to the Trustee to direct and control the Trustee as to the method of taking any and all proceedings for any sale of any or all of the Trust Estate, or for the appointment of a receiver, if permitted by law, and may at any time cause any proceedings authorized by the terms hereof to be so taken or to be discontinued or delayed. The provisions of this Section shall be expressly subject to the provisions of Sections 7.01(c), 7.05 and 7.07 hereof.
Direction of Trustee. Upon the happening of any Event of Default, except as expressly provided herein, the Noteholders of at least a majority of the Outstanding Amount of the Highest Priority Notes, shall have the right by an instrument or instruments in writing delivered to the Trustee to direct and control the Trustee as to the method of taking any and all proceedings for any investment or sale of any or all of the Trust Estate (in accordance with and subject to the satisfaction of the further conditions set forth in Section 6.04 hereof), or for the appointment of a receiver, if permitted by law, and may at any time cause any proceedings authorized by the terms hereof to be so taken or to be discontinued or delayed, subject to receipt from Noteholders of indemnification satisfactory to the Trustee.
Direction of Trustee. The holders of Special Warrants hereby irrevocably authorize and direct the Trustee to convert the Special Warrants thereof pursuant to subsection 4.2(a) hereof.
Direction of Trustee. Upon the happening of any Event of Default, the Registered Owners of at least 51% of the collective aggregate principal amount of the Senior Notes and each Swap Counterparty secured on a parity with the Senior Notes, if required by the related Swap Agreement hereby secured and then Outstanding (or, if no Senior Notes or Swap Agreements secured on a parity with the Senior Notes are Outstanding hereunder, then the Registered Owners of at least 51% of the collective aggregate principal amount of the Subordinate Notes and each Swap Counterparty secured on a parity with the Subordinate Notes, if required by the related Swap Agreement hereby secured and then Outstanding) (or, if no Senior Notes or Swap Agreements secured on a parity with the Senior Notes or Subordinate Notes or Swap Agreements secured on a parity with the Subordinate Notes are Outstanding hereunder, then the Registered Owners of at least 51% of the collective aggregate principal amount of the Junior-Subordinate Notes and each Swap Counterparty secured on a parity with the Junior-Subordinate Notes, if required by the related Swap Agreement hereby secured and then Outstanding) with the prior written consent of each Swap Counterparty, if required by the related Swap Agreement, shall have the right by an instrument or instruments in writing delivered to the Trustee to direct and control the Trustee as to the method of taking any and all proceedings for any sale of any or all of the Trust Estate, or for the appointment of a receiver, if permitted by law, and may at any time cause any proceedings authorized by the terms hereof to be so taken or to be discontinued or delayed; provided, however, that such Registered Owners and Swap Counterparty, if required by the related Swap Agreement, shall not be entitled to cause the Trustee to take any proceedings which in the Trustee's opinion would be unjustly prejudicial to non-assenting Registered Owners of Notes, but the Trustee shall be entitled to assume that the action requested by the Registered Owners of 51% of the collective aggregate principal amount of the Senior Notes and each Swap Counterparty secured on a parity with the Senior Notes, if required by the related Swap Agreement hereby secured and then Outstanding (or, if no Senior Notes or Swap Agreements secured on a parity with the Senior Notes are Outstanding hereunder, then the Registered Owners of at least 51% of the collective aggregate principal amount of the Subordinate Notes and each Swap Co...
Direction of Trustee. Have the authority to direct the Trustee to make payment of any benefits as they become payable under the Plan.