Liability of Wilmington Trust Company Sample Clauses

Liability of Wilmington Trust Company. Wilmington Trust Company acts solely as the Delaware Trustee hereunder and not in its individual capacity. All persons having any claim against the Company or the Delaware Trustee by reason of this Agreement shall look only to the Trust Estate for payment or satisfaction thereof. Please confirm that the foregoing correctly sets forth the agreement between the Company and the Underwriters. Very truly yours, COLLEGE LOAN CORPORATION TRUST I By: COLLEGE LOAN CORPORATION, as Issuer Administrator By /s/ Xxxx Xxxx COLLEGE LOAN CORPORATION By /s/ Xxxx Xxxx Confirmed as of the date first above mentioned. UBS SECURITIES LLC By /s/ Xxxxxxx Xxxx Name Xxxxxxx Xxxx Title Director UBS SECURITIES LLC By /s/ Xxxxxx Xxxxxxx Name Xxxxxx Xxxxxxx Title Director CITIGROUP GLOBAL MARKETS INC. By /s/ Xxx Xxxxxx Name Xxx Xxxxxx Title Director XXXXXXX, XXXXX & CO. /s/ Xxxxxxx, Xxxxx & Co. (Xxxxxxx, Xxxxx & Co.) SCHEDULE A Notes UBS Securities Citigroup Global Xxxxxxx, Xxxxx Total LLC Markets Inc. & Co. Series 2003-2A-1 $160,000,000 $160,000,000 $ 25,000,000 $ 345,000,000 Series 2003-2A-2 $298,400,000 $298,400,000 $ 50,000,000 $ 646,800,000 Series 2003-2A-3 $141,600,000 $141,600,000 $ 25,000,000 $ 308,200,000 ------------ ------------ ------------ --------------- Total $600,000,000 $600,000,000 $100,000,000 $1,300,000,000 SCHEDULE B Terms of the Notes Final Price to Underwriting Proceeds to Series Interest Rate Maturity Date Public Discount Issuer 2003-2A-1 3-month LIBOR plus 0.03% 07/25/2008 100% 0.19% $ 344,344,500 2003-2A-2 3-month LIBOR plus 0.14% 01/25/2012 100% 0.22% $ 645,377,040 2003-2A-3 3-month LIBOR plus 0.20% 07/25/2013 100% 0.245% $ 307,444,910 -------------- Total $1,297,166,450
Sample 1
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Liability of Wilmington Trust Company. It is expressly understood ----------------------------------------- and agreed by the parties hereto that (i) except as specifically provided for in this Agreement, this Agreement is executed and delivered by Wilmington Trust Company not individually or personally but solely as trustee of the Trust, in the exercise of the powers and authority conferred and vested in it, (ii) each of the representations, undertakings and agreements herein made on the part of Lessor or Wilmington Trust Company, as the case may be, is made and intended not as personal representations, undertakings and agreements by Wilmington Trust Company but is made and intended for the purpose of binding only the Lessor, (iii) except as specifically provided for in this Agreement nothing herein contained shall be construed as creating any liability on Wilmington Trust Company, 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 (iv) under no circumstances shall Wilmington Trust Company be personally liable for the payment of any indebtedness or expenses of any party hereto, or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by Lessor under this Agreement; provided, however, the foregoing shall not limit Wilmington Trust Company's liability for its own gross negligence or willful misconduct.
Sample 1
Liability of Wilmington Trust Company. Wilmington Trust Company acts solely as the Delaware Trustee hereunder and not in its individual capacity. All persons having any claim against the Company or the Delaware Trustee by reason of this Agreement shall look only to the Trust Estate for payment or satisfaction thereof. Please confirm that the foregoing correctly sets forth the agreement between the Company and the Underwriter. Very truly yours, COLLEGE LOAN CORPORATION TRUST I By: COLLEGE LOAN CORPORATION, as Issuer Administrator By COLLEGE LOAN CORPORATION By Confirmed as of the date first above mentioned. [____________] By_________________________________________ Name_______________________________________ Title______________________________________ SCHEDULE A Notes [____________] Total Class [___] $ $ Class [___] Class [___] Total SCHEDULE B Terms of the Notes Final Price to Underwriting Proceeds to Class Interest Rate Maturity Date Public Discount Issuer [________] [________] [________] 100% % $ [________] [________] [________] 100% % [________] [________] [________] 100% % Total
Sample 1

Related to Liability of Wilmington Trust Company

  • WILMINGTON TRUST COMPANY not in its individual capacity but solely as owner trustee under the trust agreement to be dated as of November 29, 2000 By:___________________________ Name: Title: Dated: November 29, 2000 EXHIBIT C [FORM OF RULE 144A INVESTMENT REPRESENTATION] Description of Rule 144A Securities, including numbers: The undersigned seller, as registered holder (the "Seller"), intends to transfer the Rule 144A Securities described above to the undersigned buyer (the "Buyer").

  • Wilmington Trust (London) Limited, acting as chargee under this Agreement, in its capacity as collateral agent acting on behalf and for the benefit of the Secured Parties (as defined below), as appointed under the First Lien Intercreditor Agreement and authorised to represent their joint and several rights in connection with this Agreement (hereinafter, with its successors, permitted transferees and permitted assign in such capacity, referred to as the “Collateral Agent” or the “Chargee”);

  • Deutsche Bank Trust Company Americas shall indemnify the Seller, each Affiliate of the Seller and each Person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) and the respective present and former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

  • Liability of Trust Depositor (a) All liabilities of the Trust, to the extent not paid by a third party, are and shall be obligations of the Trust and when due and payable shall be satisfied out of the Trust Estate.

  • Liability of Trustee In exercising the rights and powers of the Trustee, the Trustee will exercise any rights and powers in the Trustee’s best judgment; provided, however, the Trustee shall not be liable for any action taken by such Trustee or the Trustee’s agent, except for liability arising from the Trustee’s bad faith, wilful misconduct or gross negligence. The Trustee shall not be required to give any bond or other security for the discharge of the Trustee’s duties.

  • Liability of the Depositor The Depositor shall be liable in accordance herewith only to the extent of the obligations specifically imposed by these Standard Terms and the related Supplement.

  • Limitation of Liability of the Owner Trustee It is expressly understood and agreed by the parties hereto that (a) this Indenture is executed and delivered by Wilmington Trust, National Association, not individually or personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, (b) each of the representations, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, undertakings and agreements by Wilmington Trust, National Association but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein of the Issuer, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has not verified and made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Indenture and (e) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Indenture or any other related documents.

  • Appointment of Co-Trust Administrator or Separate Trust Administrator Notwithstanding any other provisions of this Agreement, at any time, for the purpose of meeting any legal requirements of any jurisdiction in which any part of the Trust Fund or property securing any Mortgage Note may at the time be located, the Master Servicer and the Trust Administrator acting jointly shall have the power and shall execute and deliver all instruments to appoint one or more Persons approved by the Trust Administrator to act as co-trust administrator or co-trust administrators jointly with the Trust Administrator, or separate trust administrator or separate trust administrators, of all or any part of the Trust Fund, and to vest in such Person or Persons, in such capacity and for the benefit of the applicable Certificateholders, such title to the Trust Fund, or any part thereof, and, subject to the other provisions of this Section 10.10, such powers, duties, obligations, rights and trusts as the Master Servicer and the Trust Administrator may consider necessary or desirable. If the Master Servicer shall not have joined in such appointment within fifteen days after the receipt by it of a request to do so, or in the case an Event of Default shall have occurred and be continuing, the Trust Administrator alone shall have the power to make such appointment. No co-trust administrator or separate trust administrator hereunder shall be required to meet the terms of eligibility as a successor trust administrator under Section 10.06 and no notice to Certificateholders of the appointment of any co-trust administrator or separate trust administrator shall be required under Section 10.08. Every separate trust administrator and co-trust administrator shall, to the extent permitted by law, be appointed and act subject to the following provisions and conditions:

  • Deutsche Bank Luxembourg S A. as Registrar and a Transfer Agent White & Case LLP 0 Xxx Xxxxx Xxxxxx Xxxxxx XX0X 0XX TABLE OF CONTENTS Page

  • Liability of the Trustee The Trustee shall be liable in accordance herewith only to the extent of the obligations specifically imposed upon and undertaken by the Trustee herein. Neither the Trustee nor any of the directors, officers, employees or agents of the Trustee shall be under any liability on any Certificate or otherwise to the Depositor, either of the Sellers, the Servicer, the Certificate Insurer or any Owner for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Trustee, its directors, officers, employees or agents or any such Person against any liability which would otherwise be imposed by reason of negligent action, negligent failure to act or willful misconduct in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. Subject to the foregoing sentence, the Trustee shall not be liable for losses on investments of amounts in the Certificate Account (except for any losses on obligations on which the bank serving as Trustee is the obligor). In addition, the Depositor, each of the Sellers and Servicer covenant and agree to indemnify the Trustee, and when the Trustee is acting as Servicer, the Servicer, from, and hold it harmless against, any and all losses, liabilities, damages, claims or expenses (including legal fees and expenses) of whatsoever kind arising out of or in connection with the performance of its duties hereunder other than those resulting from the negligence or bad faith of the Trustee, and the Depositor shall pay all amounts not otherwise paid pursuant to Sections 2.05 and 7.06 hereof. The Trustee and any director, officer, employee or agent of the Trustee may rely and shall be protected in acting or refraining from acting in good faith on any certificate, notice or other document of any kind prima facie properly executed and submitted by the Authorized Officer of any Person respecting any matters arising hereunder. The provisions of this Section 10.13 shall survive the termination of this Agreement and the payment of the outstanding Certificates.

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