Common use of Limitation on Liability of Seller, Administrator and Others Clause in Contracts

Limitation on Liability of Seller, Administrator and Others. (a) Neither the Administrator nor any of its directors, officers, employees or agents shall be under any liability to the Issuer, the Noteholders or the holder of the Trust Certificate, or to the Indenture Trustee, the Indenture Administrator or the Owner Trustee except as provided under this Agreement for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that these provisions shall not protect the Administrator or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Administrator and any of its directors, officers, employees or agents may rely in good faith on the advice of counsel or on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder.

Appears in 15 contracts

Samples: Administration Agreement (SLC Student Loan Trust 2007-1), Administration Agreement (SLC Student Loan Trust 2009-1), Administration Agreement (SLC Private Student Loan Trust 2006-A)

AutoNDA by SimpleDocs

Limitation on Liability of Seller, Administrator and Others. (a) Neither the Administrator nor any of its directors, officers, employees or agents shall be under any liability to the Issuer, the Noteholders or the holder of the Trust CertificateExcess Distribution Certificateholder, or to the Indenture Trustee, the Indenture Administrator Trustee or the Owner Eligible Lender Trustee except as provided under this Agreement for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that these provisions shall not protect the Administrator or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Administrator and any of its directors, officers, employees or agents may rely in good faith on the advice of counsel or on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder.

Appears in 10 contracts

Samples: Administration Agreement (SLM Funding LLC), Administration Agreement (SLM Student Loan Trust 2005-3), Administration Agreement (SLM Student Loan Trust 2005-4)

Limitation on Liability of Seller, Administrator and Others. (a) Neither the Administrator nor any of its directors, officers, employees or agents shall be under any liability to the Issuer, the Noteholders or the holder of the Trust CertificateCertificateholders, or to the Indenture Trustee, the Indenture Administrator Trustee or the Owner Eligible Lender Trustee except as provided under this Agreement for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that these provisions shall not protect the Administrator or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Administrator and any of its directors, officers, employees or agents may rely in good faith on the advice of counsel or on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder.

Appears in 6 contracts

Samples: Administration Agreement (SLM Funding LLC), Administration Agreement (SLM Funding LLC), Administration Agreement (SLM Funding LLC)

Limitation on Liability of Seller, Administrator and Others. (a) Neither the Administrator nor any of its directors, officers, employees or agents shall be under any liability to the Issuer, the Noteholders or the holder of the Trust CertificateCertificateholders, or to the Indenture Trustee, the Indenture Administrator Trustee or the Owner Eligible Lender Trustee except as provided under this Agreement Supplement for any action taken or for refraining from the taking of any action pursuant to this Agreement Supplement or for errors in judgment; provided, however, that these provisions shall not protect the Administrator or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this AgreementSupplement. The Administrator and any of its directors, officers, employees or agents may rely in good faith on the advice of counsel or on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder.

Appears in 4 contracts

Samples: Master Administration Agreement (SLM Funding LLC), Administration Agreement (SLM Funding LLC), Master Administration Agreement (SLM Funding LLC)

AutoNDA by SimpleDocs

Limitation on Liability of Seller, Administrator and Others. (a) Neither the Administrator nor any of its directors, officers, employees or agents shall be under any liability to the Issuer, the Noteholders or the holder of the Trust Certificate, or to the Indenture Trustee, the Indenture Administrator or the Owner Trustee except as provided under this Agreement for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided, however, that these provisions shall not protect the Administrator or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. The Administrator and any of its directors, officers, employees or agents may rely in good faith on the advice of counsel or on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder; provided, however, that the Administrator shall not rely on any document which is determined by the Administrator in its reasonable judgment to be erroneous on its face.

Appears in 3 contracts

Samples: Administration Agreement (SLC Student Loan Trust 2010-1), Administration Agreement (SLC Student Loan Receivables I Inc), Administration Agreement (SLC Student Loan Trust 2009-3)

Time is Money Join Law Insider Premium to draft better contracts faster.