PARTICIPANT.
SECTION 10.02
DISCRETION AS TO EXECUTION OF DOCUMENTS.
PRIOR TO
EXECUTING ANY DOCUMENT REQUIRED TO BE EXECUTED BY IT PURSUANT TO THE TERMS OF
SECTION 10.01 HEREOF, THE OWNER TRUSTEE SHALL BE ENTITLED TO RECEIVE AN OPINION
OF ITS COUNSEL TO THE EFFECT THAT THE EXECUTION OF SUCH DOCUMENT IS AUTHORIZED
HEREUNDER.
IF IN THE OPINION OF THE OWNER TRUSTEE ANY SUCH DOCUMENT ADVERSELY
AFFECTS ANY RIGHT, DUTY, IMMUNITY OR INDEMNITY IN FAVOR OF THE OWNER TRUSTEE
HEREUNDER OR UNDER ANY OTHER DOCUMENT TO WHICH THE OWNER TRUSTEE IS A PARTY, THE
OWNER TRUSTEE MAY IN ITS DISCRETION DECLINE TO EXECUTE SUCH DOCUMENT.
SECTION 10.03
ABSENCE OF REQUIREMENTS AS TO FORM.
IT SHALL NOT BE
NECESSARY FOR ANY WRITTEN REQUEST FURNISHED PURSUANT TO SECTION 10.01 HEREOF TO
SPECIFY THE PARTICULAR FORM OF THE PROPOSED DOCUMENTS TO BE EXECUTED PURSUANT TO
SUCH SECTION, BUT IT SHALL BE SUFFICIENT IF SUCH REQUEST SHALL INDICATE THE
SUBSTANCE THEREOF.
SECTION 10.04
DISTRIBUTION OF DOCUMENTS.
PROMPTLY AFTER THE EXECUTION
BY THE OWNER TRUSTEE OF ANY DOCUMENT ENTERED INTO PURSUANT TO SECTION 10.01
HEREOF, THE OWNER TRUSTEE SHALL MAIL, BY CERTIFIED MAIL, POSTAGE PREPAID, A
CONFORMED COPY THEREOF TO THE OWNER PARTICIPANT, BUT THE FAILURE OF THE OWNER
TRUSTEE TO MAIL SUCH CONFORMED COPY SHALL NOT IMPAIR OR AFFECT THE VALIDITY OF
SUCH DOCUMENT.
ARTICLE XI
MISCELLANEOUS
SECTION 11.01
TERMINATION OF TRUST AGREEMENT.
THIS TRUST AGREEMENT AND
THE TRUSTS CREATED HEREBY SHALL BE OF NO FURTHER FORCE OR EFFECT UPON THE
EARLIER OF (A) THE SALE OR OTHER FINAL DISPOSITION BY THE OWNER TRUSTEE OF ALL
PROPERTY CONSTITUTING PART OF THE TRUST ESTATE AND THE FINAL DISTRIBUTION BY THE
OWNER TRUSTEE OF ALL MONIES OR OTHER PROPERTY OR PROCEEDS CONSTITUTING PART OF
THE TRUST ESTATE IN ACCORDANCE WITH ARTICLE IV HEREOF OR (B) TWENTY-ONE YEARS
LESS ONE DAY AFTER THE DEATH OF THE LAST SURVIVOR OF ALL OF THE DESCENDANTS OF
THE GRANDPARENTS OF DAVID C. ROCKEFELLER LIVING ON THE DATE OF THE EARLIEST
EXECUTION OF THIS TRUST AGREEMENT BY ANY PARTY HERETO, BUT IF THIS TRUST
AGREEMENT AND THE TRUSTS CREATED HEREBY SHALL BE OR BECOME AUTHORIZED UNDER
APPLICABLE LAW TO BE VALID FOR A PERIOD COMMENCING ON THE 21ST ANNIVERSARY OF
THE DEATH OF SUCH LAST SURVIVOR (OR, WITHOUT LIMITING THE GENERALITY OF THE
FOREGOING, IF LEGISLATION SHALL BECOME EFFECTIVE PROVIDING FOR THE VALIDITY OF
THIS TRUST AGREEMENT AND THE TRUSTS CREATED HEREBY FOR A PERIOD IN GROSS
EXCEEDING THE PERIOD FOR WHICH THIS TRUST AGREEMENT AND THE TRUSTS CREATED
HEREBY ARE HEREINABOVE STATED TO EXTEND AND BE VALID), THEN THIS TRUST AGREEMENT
AND THE TRUSTS CREATED HEREBY SHALL NOT TERMINATE UNDER THIS SUBSECTION (B) BUT
SHALL EXTEND TO AND CONTINUE IN EFFECT, BUT ONLY IF SUCH NON-TERMINATION AND
EXTENSION SHALL THEN BE VALID UNDER APPLICABLE LAW, UNTIL THE DAY PRECEDING SUCH
DATE AS THE SAME SHALL, UNDER APPLICABLE LAW, CEASE TO BE VALID; OTHERWISE THIS
TRUST AGREEMENT AND THE TRUSTS CREATED HEREBY SHALL CONTINUE IN FULL FORCE AND
EFFECT IN ACCORDANCE WITH