Common use of Doing Business in Other Jurisdictions Clause in Contracts

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the Trust) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-trustee pursuant to Section 9.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank Wilmington Trust, National Association nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner TrusteeWilmington Trust, National Association; or (iii) subject the Bank or the Owner Trustee Wilmington Trust, National Association to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank Wilmington Trust, National Association or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustTransferor) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. (a) Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware Delaware, other than as set forth in the last sentence of this Section 5.7, if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustDepositor) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will will, at the expense of the Depositor, appoint a co-an additional trustee pursuant to Section 9.05 hereof 9.5 to proceed with such action.

Doing Business in Other Jurisdictions. (a) Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware Delaware, other than as set forth in the last sentence of this Section 6.7, if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustDepositor) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 hereof 10.5 to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank Wilmington Trust Company nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (ia) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (iib) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank Wilmington Trust Company or the Owner Trustee; or (iiic) subject the Bank Wilmington Trust Company or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank Wilmington Trust Company or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustAdministrator under Section 8.01 of this Agreement) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (ia), (iib) and (iiic) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee Trust will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (ia) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (iib) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iiic) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the Trust) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (ia), (iib) and (iiic) of the preceding sentence. In the event that such counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-trustee pursuant to Section 9.05 9.5 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank [ ] nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (ia) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (iib) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank [ ] or the Owner Trustee; or (iiic) subject the Bank [ ] or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank [ ] or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustAdministrator under Section 8.01 of this Agreement) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (ia), (iib) and (iiic) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee Trust will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank Wilmington Trust Company nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner TrusteeWilmington Trust Company; or (iii) subject the Bank or the Owner Trustee Wilmington Trust Company to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank Wilmington Trust Company or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustTransferor) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the Trust) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the immediately preceding sentence. In the event that such counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-trustee pursuant to Section 9.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, Trustee contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustAdministrator under Section 8.01 of this Agreement) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the Trust) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and or (iii) of the preceding sentence. In the event that such counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-trustee pursuant to Section 9.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware Delaware, other than as set forth in the last sentence of this Section 6.7, if the taking of such action will (i) require the consent or approval or consent, approval, authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof (other than the State of Delaware Delaware) becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction (other than the State of Delaware Delaware) for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustAdministrator) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.5 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction (except for the State of Alabama) other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, Trustee contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustAdministrator under Section 8.01 of this Agreement) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank [________________] nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank [_____________] or the Owner Trustee; or (iii) subject the Bank [________________] or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank [_______________] or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustAdministrator under Section 8.01 of this Agreement) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the a Trustee Bank nor the Owner related Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware its incorporation or any State in which it is qualified to do business (each, a "State of Qualification") if the taking of such action will may (i) require the consent or approval or consent, approval, authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the a State of DelawareQualification; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof hereof, other than the a State of Delaware Qualification, becoming payable by the Trustee Bank or the Owner Trustee; or (iii) subject the Trustee Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the a State of Delaware Qualification for causes of action arising from acts unrelated to the consummation of the transactions by the such Trustee Bank or the Owner related Trustee, as the case may be, contemplated hereby. The Owner In the event that a Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the Trust) to determine whether does not take any action required to be taken pursuant to this Agreement results because such action may result in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that , such counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 hereof 6.6 to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank [______________] nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank [______________] or the Owner Trustee; or (iii) subject the Bank [______________] or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank [______________] or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustAdministrator under Section 8.01 of this Agreement) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank Owner Trustee (as such or the Owner Trusteein its individual capacity); or (iii) subject the Bank or the Owner Trustee (as such or in its individual capacity) to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, Trustee contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustSponsor) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 hereof 10.05 to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank [__________] nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee[__________]; or (iii) subject the Bank or the Owner Trustee [__________] to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank [__________] or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustTransferor) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. (a) Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware Delaware, other than as set forth in the last sentence of this Section 6.7, if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustDepositors) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 hereof 10.5 to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware [Delaware] if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of [Delaware]; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware [Delaware] becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware [Delaware] for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the Trust) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-trustee pursuant to Section 9.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State States of Delaware Delaware, New York or Minnesota if the taking of such action will (i) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state or other governmental authority or agency of any jurisdiction other than the State States of Delaware, New York or Minnesota; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State States of Delaware Delaware, New York or Minnesota becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or to the Owner Trustee to personal jurisdiction in any jurisdiction other than the State States of Delaware Delaware, New York or Minnesota for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustTrust under Section 8.01) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 hereof 10.05 to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State States of Delaware Delaware, New York or Minnesota if the taking of such action will (i) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state State or other governmental authority or agency of any jurisdiction other than the State States of Delaware, New York or Minnesota; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State States of Delaware Delaware, New York or Minnesota becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or to the Owner Trustee to personal jurisdiction in any jurisdiction other than the State States of Delaware Delaware, New York or Minnesota for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustTrust under Section 8.01) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 hereof 10.05 to proceed with such action.

Doing Business in Other Jurisdictions. (a) Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware Delaware, other than as set forth in the last sentence of this Section 6.7, if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustDepositor) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.5 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware Delaware, other than as set forth in the last sentence of this Section 5.7, if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustDepositor) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will will, at the expense of the Depositor, appoint a co-an additional trustee pursuant to Section 9.05 hereof 9.5 to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank LNTD nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank LNTD or the Owner Trustee; or (iii) subject the Bank LNTD or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank LNTD or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the Trust) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and or (iii) of the preceding sentence. In the event that such counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-trustee pursuant to Section 9.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. (a) Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware Delaware, other than as set forth in the last sentence of this Section 5.7, if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustDepositor) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will will, at the expense of the Depositor, appoint a co-an additional trustee pursuant to Section 9.05 hereof 9.5 to proceed with such action.. ARTICLE VI

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank [_______________] nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank [_______________] or the Owner Trustee; or (iii) subject the Bank [_____________] or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank [________________] or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustAdministrator under Section 8.01 of this Agreement) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee Trust will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. (a) Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware Delaware, other than as set forth in the last sentence of this SECTION 6.7, if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustDepositor) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 hereof SECTION 10.5 to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank [___] nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will (i) require the consent or approval or authorization or order of of, or the giving of notice to, or the registration with with, or the taking of any other action in respect ofrequired by, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank [___] or the Owner Trustee; or (iii) subject the Bank [___] or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank [___] or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustAdministrator under Section 8.01 of this Agreement) to determine whether any action required to be taken pursuant to this the Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 10.05 hereof to proceed with such action.

Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither the Bank nor the Owner Trustee shall not be required to take any action in any jurisdiction other than in the State of Delaware Delaware, other than as set forth in the last sentence of this Section 6.7, if the taking of such action will (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of any jurisdiction or any political subdivisions thereof in existence on the date hereof other than the State of Delaware becoming payable by the Bank or the Owner Trustee; or (iii) subject the Bank or the Owner Trustee to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by the Bank or the Owner Trustee, as the case may be, contemplated hereby. The Owner Trustee shall be entitled to obtain advice of counsel (which advice shall be an expense of the TrustDepositor) to determine whether any action required to be taken pursuant to this Agreement results in the consequences described in clauses (i), (ii) and (iii) of the preceding sentence. In the event that such said counsel advises the Owner Trustee that such action will result in such consequences, the Owner Trustee will appoint a co-an additional trustee pursuant to Section 9.05 hereof 10.5 to proceed with such action.