Common use of Limitations on Liability of the Transferor Clause in Contracts

Limitations on Liability of the Transferor. Subject to Section 7.1, neither the Transferor nor any of the directors, officers, employees, incorporators or agents of the Transferor acting in such capacities shall be under any liability to the Trust, the Trustee, the Securityholders, any Series Enhancer or any other Person for any action taken or for refraining from the taking of any action in good faith in such capacities pursuant to this Agreement, it being expressly understood that such liability is expressly waived and released as a condition of, and consideration for, the execution of this Agreement and any Supplement and the issuance of the Security; provided, however, that this provision shall not protect the Transferor or any such person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. The Transferor and any director, officer, employee or agent of the Transferor may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person (other than the Transferor) respecting any matters arising hereunder. Section 7.4

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Partners First Receivables Funding Corp), Pooling and Servicing Agreement (Partners First Credit Card Master Trust)

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Limitations on Liability of the Transferor. Subject to Section 7.1, neither the Transferor nor any of the directors, officers, employees, incorporators or agents of the Transferor acting in such capacities shall be under any liability to the Trust, the Trustee, the SecurityholdersCertificateholders, any Series Enhancer or any other Person for any action taken or for refraining from the taking of any action in good faith in such capacities pursuant to this Agreement, it being expressly understood that such liability is expressly waived and released as a condition of, and consideration for, the execution of this Agreement and any Supplement and the issuance of the SecurityCertificate; provided, however, that this provision shall not protect the Transferor or any such person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. The Transferor and any director, officer, employee or agent of the Transferor may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person (other than the Transferor) respecting any matters arising hereunder. Section 7.4.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Partners First Receivables Funding Corp), Pooling and Servicing Agreement (Credit Card Receivables Funding Corp)

Limitations on Liability of the Transferor. Subject to Section 7.1, neither the Transferor nor any of the directors, officers, employees, incorporators or agents of the Transferor acting in such capacities shall be under any liability to the Trust, the Trustee, the SecurityholdersCertificateholders, any Series Enhancer or any other Person for any action taken or for refraining from the taking of any action in good faith in such capacities pursuant to this Agreement, it being expressly understood that such liability is expressly waived and released as a condition of, and consideration for, the execution of this Agreement and any Supplement and the issuance of the SecurityCertificate; provided, however, that this provision shall not protect the Transferor or any such person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. The Transferor and any director, officer, employee or agent of the Transferor may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person (other than the Transferor) respecting any matters arising hereunder. Section 7.4

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Partners First Receivables Funding Corp)

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Limitations on Liability of the Transferor. Subject to Section 7.15.01, neither none of the Transferor nor or any of the directors, officers, employees, incorporators incorporators, agents, members or agents managers of the Transferor acting in such capacities shall be under any liability to the TrustIssuer, the Owner Trustee, the SecurityholdersIndenture Trustee, the Noteholders, any Series Enhancer or any other Person for any action taken or for refraining from the taking of any action in good faith in such capacities pursuant to this Agreement, it being expressly understood that such liability is expressly waived and released as a condition of, and consideration for, the execution of this Agreement and any Supplement and the issuance of the SecurityAgreement; provided, however, that this provision shall not protect the Transferor or any such person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of reckless disregard of obligations and its duties hereunder. The Transferor and any director, officer, employee employee, member or manager or agent of the Transferor may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person (other than the Transferor) respecting any matters arising hereunder. Section 7.4[END OF ARTICLE V]

Appears in 1 contract

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

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