Common use of Limitation of Liability of Owner Trustee and Indenture Trustee Clause in Contracts

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 60 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2024-2 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2024-2 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2024-1 Owner Trust)

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Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned executed by The U.S. Bank of New York MellonTrust National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The U.S. Bank of New York MellonTrust National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuer in accordance with the priorities set forth herein. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 37 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2024-A), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2024-A), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2023-C)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York MellonXxxxx Fargo Delaware Trust Company, N.A. not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer Issuing Entity and in no event shall The Bank of New York MellonXxxxx Fargo Delaware Trust Company, N.A. in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer Issuing Entity hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuing Entity. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer Issuing Entity hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 31 contracts

Samples: Sale and Servicing Agreement (John Deere Owner Trust 2021-B), Sale and Servicing Agreement (John Deere Owner Trust 2021-B), Sale and Servicing Agreement (John Deere Owner Trust 2021)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon, Wilmington Trust Company not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, Wilmington Trust Company in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuer in accordance with the priorities set forth herein. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 16 contracts

Samples: Sale and Servicing Agreement (SSB Vehicle Securities Inc BMW Vehicle Owner Trust 1999-A), Sale and Servicing Agreement (BMW Vehicle Owner Trust 2004-A), Sale and Servicing Agreement (National City Auto Receivables Trust 2002-A)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 13 contracts

Samples: Sale and Servicing Agreement (Ford Credit Auto Receivables Two L P), Sale and Servicing Agreement (Ford Credit Auto Receivables Two L P), Sale and Servicing Agreement (Ford Credit Auto Receivables Two L P)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned executed by The Bank of New York Mellon, Wilmington Trust Company not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, Wilmington Trust Company in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuer in accordance with the priorities set forth herein. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 12 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2012-C), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2012-B), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2012-A)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned executed by The Bank of New York Mellon, [ ] not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, [ ] in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuer in accordance with the priorities set forth herein. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 9 contracts

Samples: Sale and Servicing Agreement (Hyundai Abs Funding LLC), Sale and Servicing Agreement (Hyundai Abs Funding LLC), Sale and Servicing Agreement (Hyundai Abs Funding LLC)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement instrument has been countersigned by The Bank of New York Mellon, Wilmington Trust Company not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, Wilmington Trust Company in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuer in accordance with the priorities set forth herein. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 8 contracts

Samples: www.sec.gov, Vehicle Lease (BMW Vehicle Lease Trust 2011-1), Vehicle Lease (BMW Vehicle Lease Trust 2011-1)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Wachovia Bank of New York MellonDelaware, National Association not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The will Wachovia Bank of New York MellonDelaware, National Association in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall will be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall will be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 7 contracts

Samples: Sale and Servicing Agreement (Ford Credit Auto Owner Trust 2005-B), Sale and Servicing Agreement (Ford Credit Auto Receivables Two LLC), Sale and Servicing Agreement (Ford Credit Auto Receivables Two LLC)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York MellonUnion Bank, N.A., not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonUnion Bank, N.A., in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon Union Bank, N.A., as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 7 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2014-1 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2014-1 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2012-4 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon Mellon, as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 7 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2014-2 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2014-2 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2013-1 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Deutsche Bank of New York MellonTrust Company Delaware, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Deutsche Bank of New York MellonTrust Company Delaware, in its individual capacity or, except as expressly provided in the Trust Agreement, The Deutsche Bank of New York Mellon Trust Company Delaware, as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 6 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2010-2 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2009-1 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2008-2 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned executed by The Bank of New York MellonWilmington Trust, National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonWilmington Trust, National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuer in accordance with the priorities set forth herein. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 6 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2015-B), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2015-A), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2014-B)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Wachovia Bank of New York MellonDelaware, National Association not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Wachovia Bank of New York MellonDelaware, National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven VI and Eight VII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 5 contracts

Samples: Sale and Servicing Agreement (Usaa Auto Owner Trust 2004-3), Sale and Servicing Agreement (USAA Auto Owner Trust 2005-4), Sale and Servicing Agreement (Usaa Auto Owner Trust 2005-3)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York MellonCitibank, N.A., not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonCitibank, N.A., in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon Citibank, N.A., as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 5 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2009-2 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2005-1 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2007-3 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The U.S. Bank of New York MellonTrust National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The U.S. Bank of New York MellonTrust National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The U.S. Bank of New York Mellon Trust National Association, as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 5 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2010-3 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2008-1 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2005-4 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York MellonWilmington Trust Company, not in its individual capacity capacity, but solely in its capacity as Owner Trustee of the Issuer Issuer, and by U.S. Bank National Association, not in its individual capacity, but solely in its capacity as Indenture Trustee under the Indenture. In no event shall The Wilmington Trust Company or U.S. Bank of New York Mellon, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer National Association have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered by the Seller or the Servicer, or prepared by the Seller or the Servicer for delivery by the Owner Trustee on behalf of the Issuer, pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 4 contracts

Samples: Sale and Servicing Agreement (Nissan Auto Receivables 2010-a Owner Trust), Sale and Servicing Agreement (Nissan Auto Receivables 2010-a Owner Trust), Sale and Servicing Agreement (Nissan Auto Receivables Corp Ii)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The U.S. Bank of New York MellonTrust National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The U.S. Bank of New York MellonTrust National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer Issuer, have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 4 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2015-4 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2015-4 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2014-4 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon[________], not in its individual capacity capacity, but solely in its capacity as Owner Trustee on behalf of the Issuer Issuer, and by [___________], not in its individual capacity, but solely in its capacity as Indenture Trustee under the Indenture. In no event shall The Bank either of New York Mellon[________], in its individual capacity or, except as expressly provided or [___________] in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer its individual capacity have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered by the Seller or Servicer, or prepared by the Seller or Servicer for delivery by the Owner Trustee on behalf of the Issuer, pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 4 contracts

Samples: Form of Sale and Servicing Agreement (Toyota Auto Finance Receivables LLC), Form of Sale and Servicing Agreement (Toyota Auto Finance Receivables LLC), Sale and Servicing Agreement (Toyota Auto Finance Receivables LLC)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon[_______________], not in its individual capacity capacity, but solely in its capacity as Owner Trustee on behalf of the Issuer Issuer, and by [_______________], not in its individual capacity, but solely in its capacity as Indenture Trustee under the Indenture. In no event shall The Bank of New York Mellon, [_______________] in its individual capacity or, except as expressly provided or [_______________] in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer its individual capacity have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered by the Seller or Servicer, or prepared by the Seller or Servicer for delivery by the Owner Trustee on behalf of the Issuer, pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 4 contracts

Samples: Sale and Servicing Agreement (Toyota Auto Finance Receivables LLC), Sale and Servicing Agreement (Toyota Auto Finance Receivables LLC), Sale and Servicing Agreement (Toyota Auto Finance Receivables LLC)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The U.S. Bank of New York MellonTrust National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The U.S. Bank of New York MellonTrust National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 4 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2013-3 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2013-3 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2012-2 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York MellonYork, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonYork, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon York, as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 3 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2007-2 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2005-6 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2005-2 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon, Wells Fargo Delaware Trust Company not in its individual capacity but solely bux xxxely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonWells Fargo Delaware Trust Company, in its individual capacity or, except exxxxx as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven VI and Eight VII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (USAA Auto Owner Trust 2006-4), Sale and Servicing Agreement (USAA Auto Owner Trust 2006-3)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer Issuer, have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2015-3 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2015-3 Owner Trust)

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Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York MellonMUFG Union Bank, N.A., not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonMUFG Union Bank, N.A., in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer Issuer, have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2015-2 Owner Trust), Sale and Servicing Agreement (Honda Auto Receivables 2015-2 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York MellonTrust Company of Florida, N.A., not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonTrust Company of Florida, N.A., in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Compass Auto Receivables Trust 1998-A), Sale and Servicing Agreement (Asset Backed Securities Corp)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon, (Delaware) not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, (Delaware) in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee beneficial owner of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Sale and Servicing Agreement (American Honda Receivables Corp)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Wachovia Bank of New York MellonDelaware, National Association not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The will Wachovia Bank of New York MellonDelaware, National Association in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall will be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall will be subject to, and entitled to the benefits of, the terms and provisions of Articles SixV, Seven VI and Eight VII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Ford Credit Auto Owner Trust 2005-C)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Chase Manhattan Bank of New York MellonUSA, National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Chase Manhattan Bank of New York MellonUSA, National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Chase Manhattan Bank of New York Mellon USA, National Association, as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2004-2 Owner Tust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Chase Manhattan Bank of New York MellonUSA, National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Chase Manhattan Bank of New York MellonUSA, National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2002-3 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Chase Manhattan Bank of New York MellonUSA, National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Chase Manhattan Bank of New York MellonUSA, National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Chase Manhattan Bank of New York Mellon USA, National Association, as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Sale and Servicing Agreement (American Honda Rec Corp Honda Auto Rec 03 3 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Chase Bank of New York MellonUSA, National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Chase Bank of New York MellonUSA, National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Chase Bank of New York Mellon USA, National Association, as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth herein.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2005-3 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding a)Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon(Delaware), not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon(Delaware), in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee beneficial owner of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Sale and Servicing Agreement (DaimlerChrysler Auto Trust 2007-A)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York MellonYork, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonYork, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon York, as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Honda Auto Receivables 2003-1 Owner Trust)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York MellonWxxxx Fargo Bank, National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonWxxxx Fargo Bank, National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee beneficial owner of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Transfer and Servicing Agreement (Deutsche Recreational Asset Funding Corp)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon, Wells Fargo Delaware Trust Company not in its individual capacity but solely bxx xxlely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York MellonWells Fargo Delaware Trust Company, in its individual capacity or, except xxxxxt as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven VI and Eight VII of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Sale and Servicing Agreement (USAA Auto Owner Trust 2006-2)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The Bank of New York Mellon, the Owner Trustee not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, the Owner Trustee in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee beneficial owner of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Pooled Auto Securities Shelf LLC)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned executed by The Bank of New York Mellon, Wilmington Trust Company not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The Bank of New York Mellon, Wilmington Trust Company in its individual capacity or, except as expressly provided in the Trust Agreement, The Bank of New York Mellon as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the IssuerIssuer in accordance with the priorities set forth herein. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles SixVI, Seven VII and Eight VIII of the Trust Agreement as if specifically set forth herein.Agreement. (2011-A Sale and Servicing Agreement)

Appears in 1 contract

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2011-A)

Limitation of Liability of Owner Trustee and Indenture Trustee. (a) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by The U.S. Bank of New York MellonTrust National Association, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuer and in no event shall The U.S. Bank of New York MellonTrust National Association, in its individual capacity or, except as expressly provided in the Trust Agreement, The U.S. Bank of New York Mellon Trust National Association, as Owner Trustee of the Issuer have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer. For all purposes of this Agreement, in the performance of its duties or obligations hereunder or in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Articles Six, Seven and Eight of the Trust Agreement as if specifically set forth hereinAgreement.

Appears in 1 contract

Samples: Sale and Servicing Agreement (American Honda Receivables Corp Auto Rec 2003 2 Owner Trust)

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