Common use of Duties of the Securities Administrator Clause in Contracts

Duties of the Securities Administrator. (a) The Securities Administrator undertakes to perform such duties and only such duties as are specifically set forth in this Agreement and shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement and no implied covenants or obligations shall be read into this Agreement against the Securities Administrator. (b) In the absence of bad faith on its part, the Securities Administrator may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Securities Administrator and on their face conforming to the requirements of this Agreement; however, the Securities Administrator shall examine the certificates and opinions to determine whether or not they conform on their face to the requirements of this Agreement. (c) The Securities Administrator may not be relieved from liability for its own negligent action, its own negligent failure to act, its own willful misconduct or its own bad faith, except that: (i) this paragraph does not limit the effect of paragraph (b) of this Section; (ii) the Securities Administrator shall not be liable for any error of judgment made in good faith by a Responsible Officer unless it is proved that the Securities Administrator was negligent in ascertaining the pertinent facts; and (iii) the Securities Administrator shall not be liable with respect to any action it takes or omits to take in good faith in accordance with this Agreement.

Duties of the Securities Administrator. (a) The Securities Administrator undertakes to perform such duties and only such duties as are specifically set forth in this Agreement and shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement and no implied covenants or obligations shall be read into this Agreement against the Securities Administrator.; and 145322 HomeBanc 2005-2 Transfer and Servicing Agreement 109 (b) In the absence of bad faith on its part, the Securities Administrator may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Securities Administrator and on their face conforming to the requirements of this Agreement; however, the Securities Administrator shall examine the certificates and opinions to determine whether or not they conform on their face to the requirements of this Agreement. (c) The Securities Administrator may not be relieved from liability for its own negligent action, its own negligent failure to act, its own willful misconduct or its own bad faith, except that: (i) this paragraph does not limit the effect of paragraph (b) of this Section; (ii) the Securities Administrator shall not be liable for any error of judgment made in good faith by a Responsible Officer unless it is proved that the Securities Administrator was negligent in ascertaining the pertinent facts; and (iii) the Securities Administrator shall not be liable with respect to any action it takes or omits to take in good faith in accordance with this Agreement.