Agenda - 06-24-1986 - Laserfiche WebLink

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Commercial Code of North Carolina and adding to the description of the Project any items of personal property not previously included which have been or are to be acquired as part of the Cost of Acquisition of the Project. The Depositary shall have no duties or responsibilities except those expressly set forth herein. The Depositary may disregard any notice or instructions to it unless expressly provided for herein. The Depositary may consult with its legal counsel and shall be fully protected with respect to any action taken or omitted by it in good faith on advice of such legal counsel . The Depositary shall not take any action by reason of directions by any other person, firm or corporation, except only (i ) such notices of instructions as herein specifically provided for, and (ii) orders or process of any court entered or issued with competent jurisdiction. In the event that the Depositary shall be uncertain as to its duties or rights hereunder, it shall be entitled to refrain from taking any action until it shall be directed otherwise in writing by the Holder, the Authority and the Company or by an order of a court of competent jurisdiction. The Depositary may resign as depositary hereunder by giving prior written notice of its intention to resign to the Holder, the Authority and the Company. Upon receipt of such notice, the Holder shall appoint, subject to the reasonable approval of the Authority and the Company, a successor depositary, which shall be a national or state bank authorized to exercise corporate trust powers, having a combined capital and surplus of at least $50, 000, 000 and having a corporate trust office in the City of Charlotte, North Carolina. The Depositary' s resignation shall not be effective and it shall continue to act as depositary hereunder (but it shall not be required to so act for more than sixty (60) days following such resignation, whether or not a successor has been appointed) until a successor depositary has been appointed. Upon such appointment, the Depositary shall transfer the Project Fund to such successor depositary, which shall then have all the rights, obligations and immunities herein provided to the Depositary, and the Depositary shall thereupon be released from its duties hereunder. The Depositary shall be entitled to rely conclusively upon the information stated in any requisition and certificate furnished by the Company as aforesaid, and the Depositary shall not have any responsibility to make any inspection of the Project, to confirm the information set forth in any such requisition and certificate or to inquire as to the application of Bond proceeds. The Depositary shall not be liable hereunder for any action taken or omitted in good faith or in reliance or the advice of counsel for any other act or omission unless the same shall have arisen from the gross negligence or willful misconduct of the Depositary, its officers, employees or agent. 10.