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

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic Document. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 143 contracts

Samples: Sale and Servicing (AFS SenSub Corp.), Sale and Servicing (AFS SenSub Corp.), Sale and Servicing (Consumer Portfolio Services Inc)

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Limitation on Liability of Seller and Others. The Seller and any director or officer or director, officer, employee or agent of the Seller 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 under any Basic Documenthereunder. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, Agreement and that in its opinion may involve it in any expense or liability.

Appears in 119 contracts

Samples: Sale and Servicing Agreement (Toyota Auto Receivables 2024-B Owner Trust), Sale and Servicing Agreement (Toyota Auto Receivables 2017-a Owner Trust), Sale and Servicing Agreement (Toyota Auto Receivables 2023-D Owner Trust)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic DocumentAgreement. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Americredit Corp), Sale and Servicing Agreement (Americredit Corp)

Limitation on Liability of Seller and Others. The Seller and any director manager or officer or employee or agent of the Seller 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 under any Basic Documentthis Agreement. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its obligations as Seller of the Receivables under this Agreement, Agreement and that in its opinion may involve it in any expense or liability.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Toyota Motor Credit Corp), Pooling and Servicing Agreement (Toyota Motor Credit Corp)

Limitation on Liability of Seller and Others. The Seller and any director or officer or director, officer, employee or agent of the Seller 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 under any Basic Documentthe Agreement. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its obligations as Seller of the Receivables under this Agreement, the Agreement and that in its opinion may involve it in any expense or liability.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (American Honda Receivables Corp), Pooling and Servicing Agreement (Pooled Auto Securities Shelf LLC)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic Document. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liabilityBasic Document.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (MFN Financial Corp), Sale and Servicing Agreement (Consumer Portfolio Services Inc)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic DocumentDocument (provided that such reliance shall not limit in any way the Seller's obligations under Sections 2.2 and 2.5). The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 2 contracts

Samples: Master Servicing Agreement (Structured Asset Mortgage Investments Inc), Master Servicing Agreement (Structured Asset Mortgage Investments Inc)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic DocumentDocument (provided that such reliance shall not limit in any way Seller’s obligations under Section 3.2 or 6.3). The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Ace Sec Corp Wells Fargo Financial Auto Owner Trust 2004-A), Sale and Servicing (Bank One Auto Securitization LLC)

Limitation on Liability of Seller and Others. The Seller Seller, and any director or officer or employee or agent of the Seller Seller, may rely in good faith on the advice of counsel or on any document of any kind, prima facie PRIMA FACIE properly executed and submitted by any Person respecting any matters arising under any Basic Documenthereunder. The Seller shall not be under any obligation to appear in, prosecute prosecute, or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Mmca Auto Receivables Inc)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller may rely in good faith on the advice of 60 counsel or on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising under any Basic Document. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Americredit Financial Services Inc)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller may rely in good faith on the advice of counsel or on any document of any kind, kind prima facie properly executed and submitted by any Person respecting any matters arising under any Basic Documentthis Agreement. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its -62- obligations as Seller of the Receivables under this Agreement, Agreement and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Arcadia Receivables Finance Corp)

Limitation on Liability of Seller and Others. The Seller and any director or officer or director, officer, employee or agent of the Seller may rely in good faith on the advice of counsel or on any document of any kind, prima facie kind PRIMA FACIE properly executed and submitted by any Person respecting any matters arising under any Basic Documenthereunder. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Contribution and Sale Agreement (E Loan Inc)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic Documenthereunder. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this the Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nissan Auto Receivables Corp /De)

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Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic Documentthe Agreement. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall is not be incidental to its obligations as Seller of the Receivables under this Agreement, the Agreement and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Honda Auto Receivables 1996-a Grantor Trust)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic DocumentDocument (provided that such reliance shall not limit in any way Seller's obligations under SECTION 3.2 or 6.3). The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Ace Securities Corp Rv & Marine Trust 2001-Rv1)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic Document. The Seller shall not be under any obligation to 52 appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Americredit Financial Services Inc)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 under any Basic Document. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Securitization Trust Agreement (World Omni 1996-B Automobile Lease Securitization Trust)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller may rely in good faith on the advice of counsel or on any document of any kind, kind prima facie properly executed and submitted by any Person respecting any matters arising under any Basic Documenthereunder. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liabilitySECTION 6.5.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Triad Financial Corp)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 appropriate Person respecting any matters arising under any Basic Document. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Consumer Portfolio Services Inc)

Limitation on Liability of Seller and Others. The -------------------------------------------- Seller and any director or officer or employee or agent of the Seller 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 under any Basic Documenthereunder. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this the Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nissan Auto Receivables Corp /De)

Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller 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 acting on behalf of the Issuer or the Indenture Trustee respecting any matters arising under any Basic Documenthereunder. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Americredit Corp)

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