Regarding the Owner Trust and the Owner Trustees. (a) ------------------------------------------------ Except as expressly provided herein, all and each of the representations, warranties, undertakings and agreements herein made on the part of the Owner Trust are made and intended not as personal representations, warranties, undertakings and agreements by or for the purpose or with the intention of binding the Managing Trustee or the Delaware Trustee personally, but are made and intended for the purpose of binding only the Trust Estate, and this Indenture is executed and delivered by the Managing Trustee solely in the exercise of the powers expressly conferred upon it as trustee under the Trust Agreement; and no personal liability or responsibility is assumed hereunder by, or at any time shall be enforceable against, the Managing Trustee or any of its successors in trust on account of any representation, warranty, undertaking or agreement hereunder of the Owner Trust, either expressed or implied, all such personal liability, if any, being expressly waived by the Indenture Trustee; provided, however, that (i) the Indenture Trustee or any Person claiming by, through or under it, making claim hereunder, may, subject to the terms and conditions hereof, look to the Trust Estate for satisfaction of such liability or responsibility and (ii) the Managing Trustee or its successor in trust, as applicable, shall be personally liable for its own gross negligence and willful misconduct and for the matters described in clauses (i) through (v) of the last sentence of Section 7.4 of the Trust Agreement. Subject to the terms and conditions hereof, each time a successor Managing Trustee is appointed in accordance with the terms of the Trust Agreement, such successor Managing Trustee shall, without further act, succeed to all the rights, duties, immunities and obligations of the predecessor Managing Trustee hereunder and under the other Operative Documents, and such predecessor Managing Trustee shall be released from all further duties and obligations hereunder and under the other Operative Documents, all without the necessity of any consent or approval by the Indenture Trustee and without in any way altering the terms of this Indenture or such other Operative Documents or the obligations of the Indenture Trustee hereunder or thereunder.
