Common use of LIABILITY OF ISSUER LIMITED TO ITS RIGHT OF INDEMNITY Clause in Contracts

LIABILITY OF ISSUER LIMITED TO ITS RIGHT OF INDEMNITY. (i) The Issuer enters into the Transaction Documents and issues the Notes only in its capacity as trustee of the Trust and in no other capacity (except where the Transaction Documents provide otherwise). Subject to paragraph (iii) below, a liability arising under or in connection with the Transaction Documents, the Trust or the Notes is limited to and can be enforced against the Issuer only to the extent to which it can be satisfied out of the Assets and property of the Trust Note Trust Deed [Xxxxxx Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- which are available to satisfy the right of the Issuer to be indemnified for the liability. This limitation of the Issuer's liability applies despite any other provision of the Transaction Documents and extends to all liabilities and obligations of the Issuer in any way connected with any representation, warranty, conduct, omission, agreement or transaction related to the Transaction Documents or the Trust. (ii) Subject to paragraph (iii) below, no person (including any Relevant Party) may take action against the Issuer in any capacity other than as trustee of the Trust or seek the appointment of a receiver (except under the Security Trust Deed), or a liquidator, an administrator or any similar person to the Issuer or prove in any liquidation, administration or arrangements of or affecting the Issuer. (iii) The provisions of this Condition 15 shall not apply to any obligation or liability of the Issuer to the extent that it is not satisfied because under a Transaction Document or by operation of law there is a reduction in the extent of the Issuer's indemnification out of the Assets of the Trust as a result of the Issuer's fraud, negligence or Default. (iv) It is acknowledged that the Relevant Parties are or may be responsible under the Transaction Documents for performing a variety of obligations relating to the Trust. No act or omission of the Issuer (including any related failure to satisfy its obligations under the Transaction Documents) will be considered fraud, negligence or Default of the Issuer for the purpose of paragraph (iii) of this Condition 15 to the extent to which the act or omission was caused or contributed to by any failure by any Relevant Party or any person who has been delegated or appointed by the Issuer in accordance with the Transaction Documents to fulfil its obligations relating to the Trust or by any other act or omission of a Relevant Party or any such person. (v) In exercising their powers under the Transaction Documents, each of the Issuer, the Security Trustee and the Noteholders must ensure that no attorney, agent, delegate, receiver or receiver and manager appointed by it in accordance with a Transaction Document has authority to act on behalf of the Issuer in a way which exposes the Issuer to any personal liability and no act or omission of any such person will be considered fraud, negligence or Default of the Issuer for the purpose of paragraph (iii) above. (vi) In this Condition, "RELEVANT PARTIES" means each of the Manager, the Servicer, the Calculation Agent, each Paying Agent, the Note Trustee, the Custodian, the Basis Swap Provider, the Fixed-Floating Rate Swap Provider, each Paying Agent, each Lead Manager, the Currency Swap Provider and any other provider of a Support Facility.

LIABILITY OF ISSUER LIMITED TO ITS RIGHT OF INDEMNITY. (i) The Issuer enters into the Transaction Documents and issues the Notes only in its capacity as trustee of the Trust and in no other capacity (except where the Transaction Documents provide otherwise). Subject to paragraph (iii) below, a liability arising under or in connection with the Transaction Documents, the Trust or the Notes is limited to and can be enforced against the Issuer only to the extent to which it can be satisfied out of the Assets and property of the Trust Note Trust Deed [Xxxxxx Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- which are available to satisfy the right of the Issuer to be indemnified for the liability. This limitation of the Issuer's liability applies despite any other provision of the Transaction Documents and extends to all liabilities and obligations of the Issuer in any way connected with any representation, warranty, conduct, omission, agreement or transaction related to the Transaction Documents or the Trust. (ii) Subject to paragraph (iii) below, no person (including any Relevant Party) may take action against the Issuer in any capacity other than as trustee of the Trust or seek the appointment of a receiver (except under the Security Trust Deed), or a liquidator, an administrator or any similar person to the Issuer or prove in any liquidation, administration or arrangements of or affecting the Issuer. (iii) The provisions of this Condition 15 shall not apply to any obligation or liability of the Issuer to the extent that it is not satisfied because under a Transaction Document or by operation of law there is a reduction in the extent of the Issuer's indemnification out of the Assets of the Trust as a result of the Issuer's fraud, negligence or Default. (iv) It is acknowledged that the Relevant Parties are or may be responsible under the Transaction Documents for performing a variety of obligations relating to the Trust. No act or omission of the Issuer (including any related failure to satisfy its obligations under the Transaction Documents) will be considered fraud, negligence or Default of the Issuer for the purpose of paragraph (iii) of this Condition 15 to the extent to which the act or omission was caused or contributed to by any failure by any Relevant Party or any person who has been delegated or appointed by the Issuer in accordance with the Transaction Documents to fulfil its obligations relating to the Trust or by any other act or omission of a Relevant Party or any such person. (v) In exercising their powers under the Transaction Documents, each of the Issuer, the Security Trustee and the Noteholders must ensure that no attorney, agent, delegate, receiver or receiver and manager appointed by it in accordance with a Transaction Document has authority to act on behalf of the Issuer in a way which exposes the Issuer to any personal liability and no act or omission of any such person will be considered fraud, negligence or Default of the Issuer for the purpose of paragraph (iii) above. (vi) In this Condition, "RELEVANT PARTIES" means each of the Manager, the Servicer, the Calculation Agent, each Paying Agent, the Note Trustee, the Custodian, the Basis Swap Provider, the Fixed-Fixed- -------------------------------------------------------------------------------- Page 117 + Note Trust Deed Allens Arthur Robinsxx -------------------------------------------------------------------------------- Floating Rate Swap Provider, each the Principal Paying Agent, each Lead Manager, the Currency Swap Provider and any other provider of a Support Facility.

LIABILITY OF ISSUER LIMITED TO ITS RIGHT OF INDEMNITY. (i) The Issuer enters into the Transaction Documents and issues the Notes only in its capacity as trustee of the Trust and in no other capacity (except where the Note Trust Deed [Xxxxxx Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- Transaction Documents provide otherwise). Subject to paragraph (iii) below, a liability arising under or in connection with the Transaction Documents, Documents or the Trust or the Notes is limited to and can be enforced against the Issuer only to the extent to which it can be satisfied out of the Assets assets and property of the Trust Note Trust Deed [Xxxxxx Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- which are available to satisfy the right of the Issuer to be exonerated or indemnified for the liability. This limitation of the Issuer's liability applies despite any other provision of the Transaction Documents and extends to all liabilities and obligations of the Issuer in any way connected with any representation, warranty, conduct, omission, agreement or transaction related to the Transaction Documents or the Trust. (ii) Subject to paragraph (iii) below, no person (including any Relevant Party) may take action against the Issuer in any capacity other than as trustee of the Trust or seek the appointment of a receiver (except under the Security Trust Deed), or a liquidator, an administrator or any similar person to the Issuer or prove in any liquidation, administration or arrangements arrangement of or affecting the Issuer. (iii) The provisions of this Condition 15 shall not apply to any obligation or liability of the Issuer to the extent that it is not satisfied because under a Transaction Document or by operation of law there is a reduction in the extent of the Issuer's indemnification or exoneration out of the Assets assets of the Trust as a result of the Issuer's fraud, negligence or Default. (iv) It is acknowledged that the Relevant Parties are or may be responsible under the Transaction Documents for performing a variety of obligations relating to the Trust. No act or omission of the Issuer (including any related failure to satisfy its obligations under the Transaction Documents) will be considered fraud, negligence or Default of the Issuer for the purpose of paragraph (iii) of this Condition 15 to the extent to which the act or omission was caused or contributed to by any failure by any Relevant Party or any person who has been delegated or appointed by the Issuer in accordance with the Transaction Documents to fulfil its obligations relating to the Trust or by any other act or omission of a Relevant Party or any such person. (v) In exercising their powers under the Transaction Documents, each of the Issuer, the Security Trustee and the Noteholders must ensure that no attorney, agent, delegate, receiver or receiver and manager appointed by it in accordance with a Transaction Document has authority to act on behalf of the Issuer in a way which exposes the Issuer to any personal liability and no act or omission of any such person will be considered fraud, negligence or Default of the Issuer for the purpose of paragraph (iii) above). (vi) In this ConditionCondition 15, "RELEVANT PARTIES" PARTIES means each of the Manager, the Servicer, the Calculation Agent, each Paying Agent, the Note Registrar, the Note Trustee, the Custodian, the Basis Swap Provider, the Fixed-Floating Rate Swap Provider, each Paying Agent, each Lead Manager, Provider and the Currency Swap Provider and any other provider of a Support Facility.

LIABILITY OF ISSUER LIMITED TO ITS RIGHT OF INDEMNITY. (i) The Issuer enters into the Transaction Documents and issues the Notes only in its capacity as trustee of the Trust and in no other capacity (except where the Transaction Documents provide otherwise). Subject to paragraph (iii) below, a liability arising under or in connection with the Transaction Documents, the Trust Documents or the Notes is limited to and -------------------------------------------------------------------------------- Page 89 + Note Trust Deed Allens Arthur Robinsxx -------------------------------------------------------------------------------- Trust can be enforced against the Issuer only to the extent to which it can be satisfied out of the Assets assets and property of the Trust Note Trust Deed [Xxxxxx Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- which are available to satisfy the right of the Issuer to be exonerated or indemnified for the liability. This limitation of the Issuer's liability applies despite any other provision of the Transaction Documents and extends to all liabilities and obligations of the Issuer in any way connected with any representation, warranty, conduct, omission, agreement or transaction related to the Transaction Documents or the Trust. (ii) Subject to paragraph (iii) below, no person (including any Relevant Party) may take action against the Issuer in any capacity other than as trustee of the Trust or seek the appointment of a receiver (except under the Security Trust Deed), or a liquidator, an administrator or any similar person to the Issuer or prove in any liquidation, administration or arrangements arrangement of or affecting the Issuer. (iii) The provisions of this Condition 15 shall not apply to any obligation or liability of the Issuer to the extent that it is not satisfied because under a Transaction Document or by operation of law there is a reduction in the extent of the Issuer's indemnification or exoneration out of the Assets assets of the Trust as a result of the Issuer's fraud, negligence or Default. (iv) It is acknowledged that the Relevant Parties are or may be responsible under the Transaction Documents for performing a variety of obligations relating to the Trust. No act or omission of the Issuer (including any related failure to satisfy its obligations under the Transaction Documents) will be considered fraud, negligence or Default of the Issuer for the purpose of paragraph (iii) of this Condition 15 to the extent to which the act or omission was caused or contributed to by any failure by any Relevant Party or any person who has been delegated or appointed by the Issuer in accordance with the Transaction Documents to fulfil its obligations relating to the Trust or by any other act or omission of a Relevant Party or any such person. (v) In exercising their powers under the Transaction Documents, each of the Issuer, the Security Trustee and the Noteholders must ensure that no attorney, agent, delegate, receiver or receiver and manager appointed by it in accordance with a Transaction Document has authority to act on behalf of the Issuer in a way which exposes the Issuer to any personal liability and no act or omission of any such person will be considered fraud, negligence or Default of the Issuer for the purpose of paragraph (iii) above). (vi) In this ConditionCondition 15, "RELEVANT PARTIES" PARTIES means each of the Manager, the Servicer, the Calculation Agent, each Paying Agent, the Note Registrar, the Note Trustee, the Custodian, the Basis Swap Provider, the Fixed-Floating Rate Swap Provider, each Paying Agent, each Lead Manager, Provider and the Currency Swap Provider and any other provider of a Support Facility.