Repository: UIHistories Project: Board of Trustees Minutes - 1950 [PAGE 906]

EXTRACTED TEXT FROM PAGE:

1949]

UNIVERSITY OF ILLINOIS

897

and for all other purposes, and the Depositary, as paying agent, shall be fully protected in making payment of any such bond or coupon to the bearer thereof. SECTION 4. T h e Depositary has executed this agreement and agrees to carry out the terms and provisions hereof on its part, but only upon and subject to the following express terms and conditions: (a) T h e Depositary shall not be responsible for any recitals herein or in the said bonds or for the validity of this agreement or of the said bonds, nor for the performance of any of the agreements herein contained on the part of the University. (b) The Depositary shall not be accountable for any of the proceeds of the bonds or of the revenues of the said staff housing facilities nor for any other funds of the University, except such funds as may be deposited hereunder. The Depositary shall not be required to allow interest on any funds at any time deposited hereunder. The Depositary may become the owner of bonds of the said issue with the same rights which it would have if not Depositary. (c) T h e Depositary shall not be liable for any action taken or omitted to be taken by it in good faith and in the exercise of reasonable care and believed by it to be within the discretion or power conferred upon it by this agreement, nor shall the Depositary be responsible for the consequences of any error of judgment, and the Depositary shall not be answerable except for its own acts, neglect and default, nor for any loss unless the same shall happen through the negligence or want of good faith of the Depositary. ( d ) T h e Depositary shall be entitled to advice of counsel concerning all matters arising under this agreement and its duties hereunder, and may in all cases pay such reasonable compensation as it shall deem proper to such counsel and all such outlays and expenditures shall be repaid to the Depositary out of the sinking fund money. (e) The Depositary shall not be required to give any bond or surety in respect of the exercise of the duties and powers conferred hereby or otherwise in respect of the premises. (f) T h e Depositary shall have a first lien hereunder upon the sinking fund moneys for reasonable compensation, expenses, advances and counsel fees incurred in and about the exercise and performance of its powers and duties hereunder, and the cost and expense of defending against any liability in the premises of any character whatsoever. The compensation of the Depositary shall not be limited to or by any provision of law in regard to the compensation of a trustee of an express trust. ( g ) T h e Depositary at the time acting hereunder may at any time resign by giving not less than sixty (60) days' written notice to the University specifying the date when such resignation takes effect. SECTION 5. The University covenants that in case the Depositary at the time acting hereunder shall resign or be dissolved or shall be in the course of dissolution or liquidation or otherwise become incapable of acting hereunder, the University will forthwith appoint a successor Depositary which shall be a trust company or bank in good standing located in the State of Illinois and having a capital and surplus of not less than Five Million Dollars ($5,000,000), if there be such a trust company or bank willing, qualified and able to accept the appointment upon reasonable or customary terms. Every successor Depositary appointed hereunder shall execute, acknowledge and deliver to its predecessor and also to the University an instrument in writing accepting such appointment hereunder, and thereupon such successor Depositary, without any further act, deed or conveyance, shall become fully vested with all of the estates, rights, powers, duties and obligations of its predecessor, and every predecessor Depositary shall deliver all moneys and securities, together with a record of the amount and the numbers of the outstanding bonds, to its successor; provided, however, that before such delivery is required or made, all fees, advances and expenses of the retiring Depositary shall be paid in full. Any corporation into which the Depositary or any successor to it may be merged or converted or with which it or any successor to it may be consolidated,