Cap Trustee Liability Limitations Sample Clauses

Cap Trustee Liability Limitations. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed by ▇▇▇▇▇ Fargo Bank, N.A. (“▇▇▇▇▇”) not in individually or personally, but solely as Supplemental Interest Trust Trustee under the Cap Allocation Agreement in the exercise of the powers and authority conferred and vested in it under the terms of the Cap Allocation Agreement; (b) ▇▇▇▇▇ has been directed pursuant to the Cap Allocation Agreement to enter into this Agreement and to perform its obligations hereunder; (c) each of the representations, undertakings and agreements herein made on behalf of Party B is made and intended not as personal representations, undertakings and agreements of ▇▇▇▇▇ but is made and intended for the purpose of binding only the Cap Trust; (d) nothing herein contained shall be construed as creating any liability on the part of ▇▇▇▇▇, individually or personally, to perform any covenant, either expressed or implied, contained herein, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto; and (e) under no circumstances shall ▇▇▇▇▇ be personally liable for the payment of any indebtedness or expenses of Party B or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by Party B under this Agreement or any other related documents, as to all of which recourse shall be had solely to the assets of the Cap Trust in accordance with the terms of the Cap Allocation Agreement.

Cap Trustee Liability Limitations. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Citibank, N.A. (“Citibank”), not individually, but solely as cap trustee on behalf of the separate cap trust with respect to the Citigroup Mortgage Loan Trust 2006-WFHE3, Asset-Backed Pass-Through Certificates, Series 2006-WFHE3, (b) each of the representations, undertakings and agreements herein made on the part of the Counterparty is made and intended not as a personal representation, undertaking or agreement of Citibank but is made and intended for the purpose of binding only the Counterparty, (c) nothing herein contained shall be construed as imposing any liability upon Citibank, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto; provided that nothing in this paragraph shall relieve Citibank from performing its duties and obligations under the Pooling and Servicing Agreement in accordance with the standard of care set forth therein, (d) under no circumstances shall Citibank be personally liable for the payment of any indebtedness or expenses of the Counterparty or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Counterparty under this Agreement or any other related documents, other than due to its negligence or willful misconduct in performing the obligations of the cap trustee under the Pooling and Servicing Agreement, (e) any resignation or removal of Citibank as cap trustee shall require the assignment of this agreement to the cap trustee’s replacement, and (f) Citibank, as cap trustee, has been directed, pursuant to the Pooling and Servicing Agreement, to enter into this Agreement and to perform its obligations hereunder.

Cap Trustee Liability Limitations. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed by Deutsche Bank National Trust Company (“Deutsche”) not in its individual capacity, but solely as Cap Trustee under the Pooling and Servicing Agreement in the exercise of the powers and authority conferred and invested in it thereunder; (b) Deutsche has been directed pursuant to the Pooling and Servicing Agreement to enter into this Agreement and to perform its obligations hereunder; (c) each of the representations, undertakings and agreements herein made on behalf of the Cap Trust is made and intended not as personal representations of the Cap Trustee but is made and intended for the purpose of binding only the Cap Trust; and (d) under no circumstances shall Deutsche in its individual capacity be personally liable for any payments hereunder or for the breach or failure of any obligation, representation, warranty or covenant made or undertaken under this Agreement.

Cap Trustee Liability Limitations. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed by U.S. Bank National Association. (“U.S. Bank”) not in its individual capacity, but solely Cap Trustee of the Cap Trust in the exercise of the powers and authority conferred and invested in it thereunder; (b) U.S. Bank has been directed pursuant to the Pooling and Servicing Agreement to enter into this Agreement and to perform its obligations hereunder; (c) each of the representations, undertakings and agreements herein made on behalf of the trust is made and intended not as personal representations of the Cap Trustee but is made and intended for the purpose of binding only the Cap Trust; and (d) under no circumstances shall U.S. Bank in its individual capacity be personally liable for any payments hereunder or for the breach or failure of any obligation, representation, warranty or covenant made or undertaken under this Agreement.

Cap Trustee Liability Limitations. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Citibank, N.A.(“Citibank”), not individually or personally but solely as Cap Trustee, in the exercise of the powers and authority conferred and vested in it under the Pooling Agreement (b) the representations, undertakings and agreements herein made on the part of the Cap Trust are made and intended not as personal representations, undertakings and agreements by Citibank but are made and intended for the purpose of binding only the Cap Trust, (c) nothing herein contained shall be construed as creating any liability on Citibank, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties who are signatories to this Agreement and by any person claiming by, through or under such parties and (d) under no circumstances shall Citibank be personally liable for the payment of any indebtedness or expenses of the Cap Trust or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Cap Trust under this Agreement..

Cap Trustee Liability Limitations. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Citibank, N.A. (“Citibank”) not in its individual capacity, but solely as Cap Trustee under the Pooling and Servicing Agreement in the exercise of the powers and authority conferred and vested in it thereunder; (b) Citibank has been directed pursuant to the Pooling and Servicing Agreement to enter into this Agreement and to perform its obligations hereunder; (c) each of the representations, warranties, covenants, undertakings and agreements herein made on behalf of the Cap Trust is made and intended not as a personal representation of the Cap Trustee but is made and intended for the purpose of binding only the Cap Trust; and (d) nothing herein contained shall be construed as creating any liability on Citibank, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties who are signatories to this Agreement and by any person claiming by, through or under such parties and (e) under no circumstances shall Citibank in its individual capacity be personally liable for the payment of any indemnity, indebtedness, fees or expenses of the Cap Trust or any payments hereunder or for the breach or failure of any obligation, representation, warranty or covenant made or undertaken under this Agreement.

Cap Trustee Liability Limitations. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Citibank, N.A.(“Citibank”), not individually or personally but solely as Cap Trustee, in the exercise of the powers and authority conferred and vested in it under the Pooling Agreement (b) the representations, undertakings and agreements herein made on the part of the Cap Trust are made and intended not as personal representations, undertakings and agreements by Citibank but are made and intended for the purpose of binding only the Cap Trust, (c) nothing herein contained shall be construed as creating any liability on Citibank, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties who are signatories to this Agreement and by any person claiming by, through or under such parties and (d) under no circumstances shall Citibank be personally liable for the payment of any indebtedness or expenses of the Cap Trust or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Cap Trust under this Agreement..