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

Limitations on Liability of the Transferor. Subject to Section 5.01, none of the Transferor or any of the directors, officers, employees, incorporators, agents, members or managers of the Transferor acting in such capacities shall be under any liability to the Issuer, the Owner Trustee, the Indenture Trustee, the Noteholders, any O/C Holder, 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; 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, 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. [END OF ARTICLE V]

Appears in 1 contract

Samples: Transfer and Servicing Agreement (Compucredit Corp)

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Limitations on Liability of the Transferor. Subject to Section 5.017.01, none of neither the Transferor or nor any of the its directors, officers, employees, incorporators, agents, members incorporators or managers of the Transferor agents acting in such capacities shall be under any liability to the IssuerTrust, the Owner Trustee, the Indenture TrusteeCertificateholders, the Noteholders, any O/C HolderCertificate Owners, any Series Enhancer Enhancer, any other Transferor 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 AgreementAgreement and any Supplement and the issuance of the Certificates; provided, however, that this provision shall not protect the any Transferor or any such person 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 Each Transferor and any director, officer, employee, member or manager employee or agent of the such Transferor may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person (other than the such Transferor) respecting any matters arising hereunder. [END OF ARTICLE V].

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nextcard Inc)

Limitations on Liability of the Transferor. Subject to ------------------------------------------ Section 5.017.1, none of neither the Transferor or nor any of the directors, officers, employees, incorporators, agents, members incorporators or managers agents of the Transferor acting in such capacities shall be under any liability to the IssuerTrust, the Owner Trustee, the Indenture Trustee, the Noteholders, any O/C HolderSecurityholders, 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 AgreementAgreement 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 its duties or by reason of reckless disregard of obligations and its duties hereunder. The Transferor and any director, officer, employee, member or manager 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. [END OF ARTICLE V].

Appears in 1 contract

Samples: Pooling and Servicing Agreement (First National Bank of Atlanta)

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Limitations on Liability of the Transferor. Subject to Section 5.017.01, none of neither the Transferor or nor any of the its directors, officers, employees, incorporators, agents, members incorporators or managers of the Transferor agents acting in such capacities shall be under any liability to the IssuerTrust, the Owner Trustee, the Indenture TrusteeCertificateholders, the Noteholders, any O/C HolderCertificate Owners, any Series Enhancer Enhancer, any other Transferor 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 AgreementAgreement and any Supplement and the issuance of the Certificates; provided, however, that this provision shall not protect the any Transferor or any such person 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 Each Transferor and any director, officer, employee, member or manager employee or agent of the such Transferor may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person (other than the such Transferor) respecting any matters arising hereunder. [END OF ARTICLE VVII]

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Travelers Bank Credit Card Master Trust I)

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