Common use of Trustee Not Liable for Certificates or Contracts Clause in Contracts

Trustee Not Liable for Certificates or Contracts. The 1997-A Securitization Trustee shall make no representations as to the validity or sufficiency of this 1997-A Securitization Trust Agreement or of the Certificates (other than the execution by the 1997-A Securitization Trustee on behalf of the 1997-A Securitization Trust of, and the certificate of authentication on, the Certificates), or of the 1997-A SUBI or 1997-A SUBI Certificate. The 1997-A Securitization Trustee shall have no obligation to perform any of the duties of the Transferor unless explicitly set forth in this 1997-A Securitization Trust Agreement. The 1997-A Securitization Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the 1997-A SUBI or 1997-A SUBI Certificate or any 1997-A Contract, any ownership interest in any 1997-A Leased Vehicle, or the maintenance of any such ownership interest, or for or with respect to the efficacy of the 1997-A Securitization Trust or its ability to generate the payments to be distributed to Certificateholders under this 1997-A Securitization Trust Agreement, including without limitation the validity of the assignment of the 1997-A SUBI or 1997-A SUBI Certificate to the 1997-A Securitization Trust or of any intervening assignment; the existence, condition, location and ownership of any 1997-A Contract or 1997-A Leased Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any 1997-A Contract or any computer or other record thereof; the completeness of any 1997-A Contract; the performance or enforcement of any Contract; the compliance by the Transferor with any covenant or the breach by the Transferor of any warranty or representation made under this 1997-A Securitization Trust Agreement or in any related document and the accuracy of any such warranty or representation prior to the 1997-A Securitization Trustee's receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Transferor or the Servicer; or any action by the 1997-A Securitization Trustee taken at the instruction of the Servicer PROVIDED, HOWEVER, that the foregoing shall not relieve the 1997-A Securitization Trustee of its obligation to perform its duties under this 1997-A Securitization Trust Agreement. Except with respect to a claim based on the failure of the 1997-A Securitization Trustee to perform its duties under this 1997-A Securitization Trust Agreement or based on the 1997-A Securitization Trustee's willful misconduct, bad faith or negligence, no recourse shall be had for any claim based on any provision of this 1997-A Securitization Trust Agreement, the Certificates, the 1997-A SUBI or 1997-A SUBI Certificate or assignment thereof against the institution serving as Trustee in its individual capacity. The 1997-A Securitization Trustee shall not have any personal obligation, liability or duty whatsoever to any Certificateholder or any other Person with respect to any such claim, and any such claim shall be asserted solely against the 1997-A Securitization Trust or any indemnitor who shall furnish indemnity as provided in this 1997-A Securitization Trust Agreement. The 1997-A Securitization Trustee shall not be accountable for the use or application by the Transferor of any of the Certificates or of the proceeds of such Certificates, or for the use or application of any funds paid to the Servicer in respect of the 1997-A SUBI or 1997-A SUBI Certificate.

Trustee Not Liable for Certificates or Contracts. The 1997-A Securitization Trustee shall make no representations as to the validity or sufficiency of this 1997-A Securitization Trust Agreement or of the Certificates (other than the execution by the 1997-A Securitization Trustee on behalf of the 1997-A Securitization Trust of, and the certificate of authentication on, the Certificates), or of the 1997-A SUBI Interest or 1997-A SUBI Certificate. The 1997-A Securitization Trustee shall have no obligation to perform any of the duties of the Transferor unless explicitly set forth in this 1997-A Securitization Trust Agreement. The 1997-A Securitization Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of the 1997-A SUBI Interest or 1997-A SUBI Certificate or any 1997-A Contract, any ownership interest in any 1997-A Leased Vehicle, or the maintenance of any such ownership interest, or for or with respect to the efficacy of the 1997-A Securitization Trust or its ability to generate the payments to be distributed to Certificateholders under this 1997-A Securitization Trust Agreement, including without limitation the validity of the assignment of the 1997-A SUBI Interest or 1997-A SUBI Certificate to the 1997-A Securitization Trust or of any intervening assignment; the existence, condition, location and ownership of any 1997-A Contract or 1997-A Leased Vehicle; the existence and enforceability of any physical damage or credit life or credit disability insurance; the existence and contents of any 1997-A Contract or any computer or other record thereof; the completeness of any 1997-A Contract; the performance or enforcement of any Contract; the compliance by the Transferor with any covenant or the breach by the Transferor of any warranty or representation made under this 1997-A Securitization Trust Agreement or in any related document and the accuracy of any such warranty or representation prior to the 1997-A Securitization Trustee's receipt of notice or other discovery of any noncompliance therewith or any breach thereof; the acts or omissions of the Transferor or the Servicer; or any action by the 1997-A Securitization Trustee taken at the instruction of the Servicer PROVIDED, HOWEVER, that the foregoing shall not relieve the 1997-A Securitization Trustee of its obligation to perform its duties under this 1997-A Securitization Trust Agreement. Except with respect to a claim based on the failure of the 1997-A Securitization Trustee to perform its duties under this 1997-A Securitization Trust Agreement or based on the 1997-A Securitization Trustee's willful misconduct, bad faith or negligence, no recourse shall be had for any claim based on any provision of this 1997-A Securitization Trust Agreement, the Certificates, the 1997-A SUBI Interest or 1997-A SUBI Certificate or assignment thereof against the institution serving as Trustee in its individual capacity. The 1997-A Securitization Trustee shall not have any personal obligation, liability or duty whatsoever to any Certificateholder or any other Person with respect to any such claim, and any such claim shall be asserted solely against the 1997-A Securitization Trust or any indemnitor who shall furnish indemnity as provided in this 1997-A Securitization Trust Agreement. The 1997-A Securitization Trustee shall not be accountable for the use or application by the Transferor of any of the Certificates or of the proceeds of such Certificates, or for the use or application of any funds paid to the Servicer in respect of the 1997-A SUBI Interest or 1997-A SUBI Certificate.