Common use of Responsible Officer Certificates; No Recourse Clause in Contracts

Responsible Officer Certificates; No Recourse. Any certificate --------------------------------------------- executed and delivered by a Responsible Officer of the Contributor or the Company pursuant to the terms of the Transaction Documents shall be executed by such Responsible Officer not in an individual capacity but solely in his or her capacity as an officer of the Contributor or the Company, as applicable, and such Responsible Officer will not be subject to personal liability as to the matters contained in the certificate. A director, officer, manager, employee, or member or Shareholder, as the case may be, as such, of the Contributor or Company shall not have liability for any obligation of the Contributor or the Company hereunder or under any Transaction Document or for any claim based on, in respect of, or by reason of, any Transaction Document, unless such claim results from the gross negligence, fraudulent acts or willful misconduct of such director, officer, employee, manager or member or Shareholder, as the case may be.

Responsible Officer Certificates; No Recourse. Any certificate --------------------------------------------- executed and delivered by a Responsible Officer of the Contributor Originators or the Company Purchaser pursuant to the terms of the Transaction Documents shall be executed by such Responsible Officer not in an individual capacity but solely in his or her capacity as an officer of the Contributor Originators or the CompanyPurchaser, as applicable, and such Responsible Officer will not be subject to personal liability as to the matters contained in the certificate. A director, officer, manager, employee, or member or Shareholder, as the case may bemember, as such, of the Contributor Originators or Company Purchaser shall not have liability for any obligation of the Contributor Originators or the Company Purchaser hereunder or under any Transaction Document or for any claim based on, in respect of, or by reason of, any Transaction Document, unless such claim results from the gross negligence, fraudulent acts or willful misconduct of such director, officer, employee, manager or member or Shareholder, as the case may bemember.

Responsible Officer Certificates; No Recourse. Any certificate --------------------------------------------- executed and delivered by a Responsible Officer of the Contributor Originators or the Company Purchaser pursuant to the terms of the Transaction Documents shall be executed by such Responsible Officer not in an individual capacity but solely in his or her capacity as an officer of the Contributor Originators or the CompanyPurchaser, as applicable, and such Responsible Officer will not be subject to personal liability as to the matters contained in the certificate. A director, officer, manager, employee, or member or Shareholder, as the case may bemember, as such, of the Contributor Originators or Company Purchaser shall not have liability for any obligation of the Contributor Originators or the Company Purchaser hereunder or under any Transaction Document or for any claim based on, in respect of, or by reason of, any Transaction Document, unless such claim results from the gross negligence, fraudulent acts or willful misconduct of such director, officer, employee, manager or member or Shareholder, as the case may bemember.