Common use of Duties of the Certificate Registrar and Trust Paying Agent Clause in Contracts

Duties of the Certificate Registrar and Trust Paying Agent. The duties and obligations of the Certificate Registrar and Trust Paying Agent shall be determined solely by the express provisions of this Agreement. The Certificate Registrar and Trust Paying Agent shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement or as set forth in a written amendment to this Agreement executed by the parties hereto or their successors or assigns. Without limiting the generality of the foregoing, the Certificate Registrar and Trust Paying Agent: (a) shall use the same degree of care and skill as is reasonably expected of financial institutions acting in comparable capacities; (b) will be regarded as making no representations and having no responsibilities as to the validity, sufficiency, value, genuineness, ownership or transferability of any Certificates, the Notes or Home Equity Loans represented thereby, and will not be required to and will not make any representations as to the validity, value or genuineness of the Certificates, the Notes or the Home Equity Loans; (c) shall not be obligated to take any legal action hereunder that might in its judgment involve any expense or liability unless it has been furnished with reasonable indemnity; (d) may rely on and shall be protected in acting in good faith upon any certificate, instrument, opinion, notice, letter, telegram or other document, or any security, delivered to it and in good faith believed by it to be genuine and to have been signed by the proper party or parties; (e) may rely on and shall be protected in acting in good faith upon the written instructions of the Owner Trustee, the Seller and the Issuer, as indicated herein; (f) may consult counsel satisfactory to it and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered, or omitted by it hereunder in good faith and in furtherance of its duties hereunder, in accordance with the opinion of such counsel; (g) shall not be liable for any error of judgment, or for any act done or step taken or omitted by it, in good faith, or for any mistake of fact or law, or for anything that it may do or refrain from doing in connection therewith, except in the case of negligent performance or omission; and (h) may execute any of the powers hereunder or perform any duties hereunder either directly or through agents or attorneys.

Duties of the Certificate Registrar and Trust Paying Agent. The duties and obligations of the Certificate Registrar and Trust Paying Agent shall be determined solely by the express provisions of this Agreement. The Certificate Registrar and Trust Paying Agent shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement or as set forth in a written amendment to this Agreement executed by the parties hereto or their successors or assigns. Without limiting the generality of the foregoing, the Certificate Registrar and Trust Paying Agent: (a) shall use the same degree of care and skill as is reasonably expected of financial institutions acting in comparable capacities; (b) will be regarded as making no representations and having no responsibilities as to the validity, sufficiency, value, genuineness, ownership or transferability of any Certificates, the Notes or Home Equity Mortgage Loans represented thereby, and will not be required to and will not make any representations as to the validity, value or genuineness of the Certificates, the Notes or the Home Equity Mortgage Loans; (c) shall not be obligated to take any legal action hereunder that might in its judgment involve any expense or liability unless it has been furnished with reasonable indemnity; (d) may rely on and shall be protected in acting in good faith upon any certificate, instrument, opinion, notice, letter, telegram or other document, or any security, delivered to it and in good faith believed by it to be genuine and to have been signed by the proper party or parties; (e) may rely on and shall be protected in acting in good faith upon the written instructions of the Owner Trustee, the Seller and the Issuer, as indicated herein; (f) may consult counsel satisfactory to it and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered, or omitted by it hereunder in good faith and in furtherance of its duties hereunder, in accordance with the opinion of such counsel; (g) shall not be liable for any error of judgment, or for any act done or step taken or omitted by it, in good faith, or for any mistake of fact or law, or for anything that it may do or refrain from doing in connection therewith, except in the case of negligent performance or omission; and (h) may execute any of the powers hereunder or perform any duties hereunder either directly or through agents or attorneys.

Duties of the Certificate Registrar and Trust Paying Agent. The duties and obligations of the Certificate Registrar and Trust Paying Agent shall be determined solely by the express provisions of this Agreement. The Certificate Registrar and Trust Paying Agent shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement or as set forth in a written amendment to this Agreement executed by the parties hereto or their successors or assigns. Without limiting the generality of the foregoing, the Certificate Registrar and Trust Paying Agent: (a) shall use the same degree of care and skill as is reasonably expected of financial institutions acting in comparable capacities; (b) will be regarded as making no representations and having no responsibilities as to the validity, sufficiency, value, genuineness, ownership or transferability of any Certificates, the Notes or Home Equity Loans the Assets represented thereby, and will not be required to and will not make any representations as to the validity, value or genuineness of the Certificates, the Notes or the Home Equity LoansReceivables; (c) shall not be obligated to take any legal action hereunder that might in its judgment involve any expense or liability unless it has been furnished with reasonable indemnity; (d) may rely on and shall be protected in acting in good faith upon any certificate, instrument, opinion, notice, letter, telegram or other document, or any security, delivered to it and in good faith believed by it to be genuine and to have been signed by the proper party or parties; (e) may rely on and shall be protected in acting in good faith upon the written instructions of the Owner Trustee, the Seller and the Issuer, as indicated herein; (f) may consult counsel satisfactory to it and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered, or omitted by it hereunder in good faith and in furtherance of its duties hereunder, in accordance with the opinion of such counsel; (g) shall not be liable for any error of judgment, or for any act done or step taken or omitted by it, in good faith, or for any mistake of fact or law, or for anything that it may do or refrain from doing in connection therewith, except in the case of negligent performance or omission; and (h) may execute any of the powers hereunder or perform any duties hereunder either directly or through agents or attorneys.