Common use of Reliance; Advice of Counsel Clause in Contracts

Reliance; Advice of Counsel. (a) The Owner Trustee may rely upon, shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting upon, any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a board resolution or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, any vice president, the treasurer, any assistant treasurer or any other authorized officers of the relevant party as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 63 contracts

Samples: Trust Agreement (Nissan Auto Leasing LLC Ii), Trust Agreement (Ryder Truck Rental Lt), Trust Agreement (Nissan Auto Leasing LLC Ii)

AutoNDA by SimpleDocs

Reliance; Advice of Counsel. (a) The Owner Except to the extent otherwise provided in Section 7.1, the Trustee may rely upon, shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper (whether in its original or facsimile form) believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, any vice president, the any treasurer, any assistant treasurer treasurer, any secretary, any assistant secretary or any other authorized officers of the relevant party as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 54 contracts

Samples: Trust Agreement (CNH Capital Receivables LLC), Trust Agreement (CNH Equipment Trust 2013-D), Trust Agreement (CNH Equipment Trust 2023-B)

Reliance; Advice of Counsel. (a) The Owner Eligible Lender Trustee may rely upon, shall be protected in relying upon and the Delaware Trustee shall incur no liability to anyone in acting or refraining from acting upon, upon any signature, instrument, direction, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Eligible Lender Trustee and the Delaware Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Eligible Lender Trustee and the Delaware Trustee may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers of the relevant party party, as to such fact or matter, matter and such certificate shall constitute full protection to the Owner Eligible Lender Trustee or the Delaware Trustee, as the case may be, for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 45 contracts

Samples: Amended and Restated Trust Agreement (SLM Student Loan Trust 2013-1), Trust Agreement (SLM Student Loan Trust 2012-7), Trust Agreement (SLM Student Loan Trust 2007-6)

Reliance; Advice of Counsel. (a) The Owner Trustee may rely upon, shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting upon, any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a board resolution Board Resolution or documents of any other governing body of any corporate party as conclusive evidence that such board resolution Board Resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, any vice president, the treasurer, any assistant treasurer or any other authorized officers of the relevant party as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 29 contracts

Samples: Trust Agreement (BMW Vehicle Lease Trust 2011-1), Trust Agreement (BMW Vehicle Lease Trust 2016-1), Trust Agreement (BMW Vehicle Lease Trust 2011-1)

Reliance; Advice of Counsel. (a) The Owner Trustee Co-Trustees may rely upon, shall be protected in relying upon upon, and shall incur no liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond bond, or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee Co-Trustees may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee Co-Trustees may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers of the relevant party party, as to such fact or matter, matter and such certificate shall constitute full protection to the Owner Trustee Co-Trustees for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 18 contracts

Samples: Trust Agreement (Ford Credit Auto Receivables Two LLC), Trust Agreement (Ford Credit Auto Receivables Two L P), Trust Agreement (Ford Credit Auto Receivables Two L P)

Reliance; Advice of Counsel. (a) The Owner Trustee may rely upon, shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper (whether in its original or facsimile form) believed by it to be genuine and believed by it to be signed by the proper party or partiesparties and need not investigate any fact or matter in any such document. The Owner Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers of the relevant party party, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 10 contracts

Samples: Trust Agreement (California Republic Funding LLC), Trust Agreement (California Republic Funding LLC), Trust Agreement (California Republic Auto Receivables Trust 2015-2)

Reliance; Advice of Counsel. (a) The Neither the Owner Trustee may rely upon, shall be protected in relying upon and nor the Delaware Trustee shall incur no any liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond bond, or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Each of the Owner Trustee and the Delaware Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, each of the Owner Trustee and the Delaware Trustee may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers officer of the relevant party party, as to such fact or matter, matter and such certificate shall constitute full protection to each of the Owner Trustee and the Delaware Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 5 contracts

Samples: Trust Agreement (HFC Revolving Corp Household Home Equity Loan Trust 2002-3), Trust Agreement (HFC Revolving Corp Household Home Equity Loan Trust 2002-2), Trust Agreement (HFC Revolving Corp Household Home Equity Loan Trust 2004-1)

Reliance; Advice of Counsel. (a) The Owner Eligible Lender Trustee may rely upon, shall be protected in relying upon and the Delaware Trustee shall incur no liability to anyone in acting or refraining from acting upon, upon any signature, instrument, direction, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Eligible Lender Trustee the Delaware Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Eligible Lender Trustee the Delaware Trustee may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers of the relevant party party, as to such fact or matter, matter and such certificate shall constitute full protection to the Owner Eligible Lender Trustee or the Delaware Trustee, as the case may be, for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 5 contracts

Samples: Trust Agreement (SLM Student Loan Trust 2007-4), Trust Agreement (SLM Student Loan Trust 2007-2), Trust Agreement (SLM Student Loan Trust 2007-3)

Reliance; Advice of Counsel. (a) The Owner Trustee may rely upon, shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting upon, any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a board resolution or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, any vice president, the treasurer, any assistant treasurer or any other authorized officers of the relevant party as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.. 22 (NALT 2017-B Amended and Restated Trust Agreement)

Appears in 2 contracts

Samples: Trust Agreement (Nissan Auto Lease Trust 2017-B), Trust Agreement (Nissan Auto Lease Trust 2017-B)

Reliance; Advice of Counsel. (a) The Owner Trustee may rely upon, shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting upon, any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a board resolution or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, any vice president, the treasurer, any assistant treasurer or any other authorized officers of the relevant party as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.. Second Amended and Restated Trust Agreement)

Appears in 2 contracts

Samples: Trust Agreement (Nissan Auto Lease Trust 2024-A), Trust Agreement (Nissan Auto Lease Trust 2024-A)

Reliance; Advice of Counsel. (a) The Owner Trustee may rely upon, shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting upon, any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a board resolution or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, any vice president, the treasurer, any assistant treasurer or any other authorized officers of the relevant party as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.. (NALT 2010-B Amended and Restated Trust Agreement)

Appears in 2 contracts

Samples: Trust Agreement (Nissan Auto Lease Trust 2010-B), Trust Agreement (Nissan Auto Lease Trust 2010-B)

Reliance; Advice of Counsel. (a) The Neither the Owner Trustee may rely upon, shall be protected in relying upon and nor the Co-Owner Trustee shall incur no liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee and the Co-Owner Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee and the Co-Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers of the relevant party party, as to such fact or matter, matter and such certificate shall constitute full protection to the Owner Trustee or the Co-Owner Trustee, as applicable, for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 1 contract

Samples: Trust Agreement (Onyx Acceptance Financial Corp)

AutoNDA by SimpleDocs

Reliance; Advice of Counsel. (a) The Owner Trustee may rely upon, shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or partiesparties and need not investigate any fact or matter in any such document. The Owner Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes trust.form.01.wpd - 19 - hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers of the relevant party party, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 1 contract

Samples: Trust Agreement (Wholesale Auto Receivables Corp)

Reliance; Advice of Counsel. (a) The Owner Lease Trustee may rely upon, and shall be protected in relying upon upon, and shall incur no liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Lease Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Lease Trustee may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers of the relevant party party, as to such fact or matter, and such certificate shall constitute full protection to the Owner Lease Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 1 contract

Samples: Trust Agreement (RCL Trust 1996 1)

Reliance; Advice of Counsel. (a) The Owner Trustee may rely uponconclusively on, and shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting uponwhen doing so, in each case in accordance with any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination manner or ascertainment of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, treasurer or any assistant treasurer or the secretary or any other authorized officers assistant secretary of the relevant party party, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 1 contract

Samples: Trust Agreement (Wendy's of Denver, Inc.)

Reliance; Advice of Counsel. (a) The Owner Trustee Co-Trustees may rely upon, shall be protected in relying upon upon, and shall incur no liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond bond, or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee Co-Trustees may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee Co-Trustees may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers cers of the relevant party party, as to such fact or matter, matter and such certificate shall constitute full protection to the Owner Trustee Co-Trustees for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 1 contract

Samples: Trust Agreement (Ford Credit Auto Receivables Two L P)

Reliance; Advice of Counsel. (a) The Neither Owner Trustee may rely upon, shall be protected in relying upon and nor the Co-Owner Trustee shall incur no any liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond bond, or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee or the Co-Owner Trustee may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee or the Co-Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer or any other authorized officers of the relevant party party, as to such fact or matter, matter and such certificate shall constitute full protection to the Owner Trustee or the Co-Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 1 contract

Samples: Trust Agreement (Bear Stearns Asset Backed Securities Inc)

Reliance; Advice of Counsel. (a) The [Owner Trustee may rely upon, shall be protected in relying upon and Trustee][Trustees] shall incur no personal liability to anyone in acting or refraining from acting upon, upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The [Owner Trustee Trustee][Trustees] may accept a certified copy of a resolution of the board resolution of directors or documents of any other governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the [Owner Trustee Trustee][Trustees] may for all purposes hereof rely on a certificate, signed by the president, president or any vice president, president or by the treasurer, any assistant treasurer secretary or any other authorized officers Authorized Officers of the relevant party party, as to such fact or matter, and such certificate shall constitute full protection to the [Owner Trustee Trustee][Trustees] for any action taken or omitted to be taken by it [it][them] in good faith in reliance thereon.

Appears in 1 contract

Samples: Trust Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC)

Reliance; Advice of Counsel. (a) The Owner Trustee may rely upon, shall be protected in relying upon and shall incur no liability to anyone in acting or refraining from acting upon, any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a board resolution or documents of any other Table of Contents governing body of any corporate party as conclusive evidence that such board resolution or other document has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president, any vice president, the treasurer, any assistant treasurer or any other authorized officers of the relevant party as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

Appears in 1 contract

Samples: Trust Agreement (Nissan Auto Leasing LLC Ii)

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