(2) THE TRUSTEE WILL NOT BE LIABLE FOR ANY ERROR OF JUDGMENT MADE IN GOOD FAITH
BY A RESPONSIBLE OFFICER, UNLESS IT IS PROVED THAT THE TRUSTEE WAS NEGLIGENT IN
ASCERTAINING THE PERTINENT FACTS; AND
(3) THE TRUSTEE WILL NOT BE LIABLE WITH RESPECT TO ANY ACTION IT TAKES OR OMITS
TO TAKE IN GOOD FAITH IN ACCORDANCE WITH A DIRECTION RECEIVED BY IT PURSUANT TO
SECTION 6.05 HEREOF.
(D)
WHETHER OR NOT THEREIN EXPRESSLY SO PROVIDED, EVERY PROVISION OF THIS
INDENTURE THAT IN ANY WAY RELATES TO THE TRUSTEE IS SUBJECT TO PARAGRAPHS (A),
(B), AND (C) OF THIS SECTION 7.01.
(E)
NO PROVISION OF THIS INDENTURE WILL REQUIRE THE TRUSTEE TO EXPEND OR RISK
ITS OWN FUNDS OR INCUR ANY LIABILITY.
THE TRUSTEE WILL BE UNDER NO OBLIGATION
TO EXERCISE ANY OF ITS RIGHTS AND POWERS UNDER THIS INDENTURE AT THE REQUEST OF
ANY HOLDERS, UNLESS SUCH HOLDER HAS OFFERED TO THE TRUSTEE SECURITY AND
INDEMNITY SATISFACTORY TO IT AGAINST ANY LOSS, LIABILITY OR EXPENSE.
(F)
THE TRUSTEE WILL NOT BE LIABLE FOR INTEREST ON ANY MONEY RECEIVED BY IT
EXCEPT AS THE TRUSTEE MAY AGREE IN WRITING WITH THE COMPANY.
MONEY HELD IN
TRUST BY THE TRUSTEE NEED NOT BE SEGREGATED FROM OTHER FUNDS EXCEPT TO THE
EXTENT REQUIRED BY LAW.
SECTION 7.02
RIGHTS OF TRUSTEE.
(A)
THE TRUSTEE MAY CONCLUSIVELY RELY UPON ANY DOCUMENT BELIEVED BY IT TO BE
GENUINE AND TO HAVE BEEN SIGNED OR PRESENTED BY THE PROPER PERSON.
THE TRUSTEE
NEED NOT INVESTIGATE ANY FACT OR MATTER STATED IN THE DOCUMENT.
(B)
BEFORE THE TRUSTEE ACTS OR REFRAINS FROM ACTING, IT MAY REQUIRE AN
OFFICERS' CERTIFICATE OR AN OPINION OF COUNSEL OR BOTH.
THE TRUSTEE WILL NOT BE
LIABLE FOR ANY ACTION IT TAKES OR OMITS TO TAKE IN GOOD FAITH IN RELIANCE ON
SUCH OFFICERS' CERTIFICATE OR OPINION OF COUNSEL.
THE TRUSTEE MAY CONSULT WITH
COUNSEL OF ITS SELECTION AND THE ADVICE OF SUCH COUNSEL OR ANY OPINION OF
COUNSEL WILL BE FULL AND COMPLETE AUTHORIZATION AND PROTECTION FROM LIABILITY IN
RESPECT OF ANY ACTION TAKEN, SUFFERED OR OMITTED BY IT HEREUNDER IN GOOD FAITH
AND IN RELIANCE THEREON.
(C)
THE TRUSTEE MAY ACT THROUGH ITS ATTORNEYS AND AGENTS AND WILL NOT BE
RESPONSIBLE FOR THE MISCONDUCT OR NEGLIGENCE OF ANY AGENT APPOINTED WITH DUE
CARE.
(D)
THE TRUSTEE WILL NOT BE LIABLE FOR ANY ACTION IT TAKES OR OMITS TO TAKE IN
GOOD FAITH THAT IT BELIEVES TO BE AUTHORIZED OR WITHIN THE RIGHTS OR POWERS
CONFERRED UPON IT BY THIS INDENTURE.
(E)
UNLESS OTHERWISE SPECIFICALLY PROVIDED IN THIS INDENTURE, ANY DEMAND,
REQUEST, DIRECTION OR NOTICE FROM THE COMPANY WILL BE SUFFICIENT IF SIGNED BY AN
OFFICER OF THE COMPANY.
(F)
THE TRUSTEE WILL BE UNDER NO OBLIGATION TO EXERCISE ANY OF THE RIGHTS OR
POWERS VESTED IN IT BY THIS INDENTURE AT THE REQUEST OR DIRECTION OF ANY OF THE
HOLDERS UNLESS SUCH HOLDERS HAVE OFFERED TO THE TRUSTEE REASONABLE INDEMNITY OR
SECURITY REASONABLY SATISFACTORY TO THE TRUSTEE AGAINST