2001 - 10-01-01 Regular Meeting - Laserfiche WebLink

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019 HUN 18 PaGE US (b) The Escrow Agent shall have no responsibility to the County or any other person in connection herewith except those responsibilities specifically provided herein and shall not be responsible for anything done or omitted to be done by it except for its own negligence or default in the performance of any obligation imposed on it hereunder. The Escrow Agent, except as herein specifically provided for, is not a party to, nor is it bound by or need it give consideration to the terms or provisions of any other agreement or undertaking between the County and any other person, and the Escrow Agent assents to and is to give consideration only to the terms and provisions of this Agreement. Unless specifically provided herein, the Escrow Agent has no duty to determine or inquire into the happening or occurrence of any event or contingency or the performance or failure of performance of the County with respect to arrangements or contracts with others, the Escrow Agent's sole duty hereunder being to safeguard the 2001 Refunding Bonds Escrow Account and to dispose of and deliver the same in accordance with this Agreement. If, however, the Escrow Agent is called upon by the terns of this Agreement to determine the occurrence of any event or contingency, the Escrow. Agent shall be obligated, in making such determination, to exercise reasonable care and diligence, and in event of error in making such determination the Escrow Agent shall be liable for its own negligence or willful misconduct. In determining the occurrence of any such event or contingency, the Escrow Agent may request from the County or any other person such reasonable additional evidence as the Escrow Agent in its discretion may deem necessary to determine any fad relating to the occurrence of such event or contingency, and in this connection may inquire and consult with the County, among others, at any time. The Escrow Agent may consult with legal counsel, and the opinion of such counsel shall be full and complete authority and protection to the Escrow Agent as to any action taken or omitted by it in good faith and in accordance with such opinion, and the reasonable fees and expenses of such counsel shall be paid by.the County. The Escrow Agent shall have no lien whatsoever upon any of the moneys or investments in the 2001 Refunding Bonds Escrow Account for the payment of fees and expenses for services rendered by or on behalf of the Escrow Agent under this Agreement. (c) The Escrow Agent shall not be liable for the accuracy of the calculations as to the sufficiency of moneys deposited, and of the principal amount of the Government Obligations as provided herein, and the earnings thereon, to pay the Refunded Bonds or any of them. So long as the Escrow Agent applies any moneys, the Government Obligations and the earnings therefrom to pay the Refunded Bonds as provided herein, and complies fully with the terms of this Agreement, the Escrow Agent shall not be liable for any deficiencies in the amounts necessary to pay the Refunded Bonds caused by such calculations. (d) In the event of the Escrow Agent's failure to account for any of the Government Obligations or moneys received by it, such Government Obligations or moneys shall be and remain the property of the County in trust for the holders of the Refunded Bonds as herein provided, and if for any reason such Government Obligations or moneys are not applied as herein provided, or cannot be identified, the assets of the Escrow Agent shall be impressed with a trust in the amount thereof for the benefit of the holders of the Refunded Bonds until the required application or identification shall be made. (e) The County agrees to indemnify the Escrow Agent, to the extent permitted by law, against any liability which it may incur while acting in good faith in its capacity as 19