Common use of Limitation on Liability of Trust Depositor and Others Clause in Contracts

Limitation on Liability of Trust Depositor and Others. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor may rely in good faith on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor shall be reimbursed by the Owner Trustee for any contractual damages, liability or expense incurred by reason of the Owner Trustee’s willful misfeasance, bad faith or negligence (except errors in judgment) in the performance of its duties hereunder and under the other Transaction Documents, or by reason of reckless disregard of its obligations and duties hereunder and under the other Transaction Documents. The Trust Depositor shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 17 contracts

Samples: Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2024-A), Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2024-A), Sale and Servicing Agreement (Harley-Davidson Motorcycle Trust 2023-B)

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Limitation on Liability of Trust Depositor and Others. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor may rely in good faith on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor shall be reimbursed by the Owner Indenture Trustee for any contractual damages, liability or expense incurred by reason of the Owner Indenture Trustee’s willful misfeasance, bad faith or gross negligence (except errors in judgment) in the performance of its duties hereunder and under the other Transaction Documentshereunder, or by reason of reckless disregard the Indenture Trustee’s material breach of its the obligations and duties hereunder and under this Agreement or the other Transaction Documents. The Trust Depositor shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 7 contracts

Samples: Sale and Servicing Agreement (Capitalsource Inc), Sale and Servicing Agreement (MCG Capital Corp), Sale and Servicing Agreement (Capitalsource Inc)

Limitation on Liability of Trust Depositor and Others. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor may rely in good faith on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor shall be reimbursed by the Owner Indenture Trustee for any contractual damages, liability or expense incurred by reason of the Owner Indenture Trustee’s 's willful misfeasance, bad faith or gross negligence (except errors in judgment) in the performance of its duties hereunder and under the other Transaction Documentshereunder, or by reason of reckless disregard the Indenture Trustee's material breach of its the obligations and duties hereunder and under this Agreement or the other Transaction Documents. The Trust Depositor shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 5 contracts

Samples: Sale and Servicing Agreement (MCG Capital Corp), Sale and Servicing Agreement (Capitalsource Inc), Sale and Servicing Agreement (Capitalsource Inc)

Limitation on Liability of Trust Depositor and Others. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor may rely in good faith on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor shall be reimbursed by the Owner Indenture Trustee for any contractual damages, liability or expense incurred by reason of the Owner Indenture Trustee’s 's willful misfeasance, bad faith or gross negligence (except errors in judgment) in the performance of its duties hereunder and under the other Transaction Documentshereunder, or by reason of reckless disregard of its obligations and duties hereunder and under the other Transaction Documentshereunder. The Trust Depositor shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 3 contracts

Samples: Transfer and Servicing Agreement (Orix Credit Alliance Receivables Trust 1999-A), Transfer and Servicing Agreement (Orix Credit Alliance Receivables Trust 2000 B), Acas Transfer Agreement (American Capital Strategies LTD)

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Limitation on Liability of Trust Depositor and Others. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor may rely in good faith on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor shall be reimbursed by the Owner Indenture Trustee for any contractual damages, liability or expense incurred by reason of the Owner Indenture Trustee’s willful misfeasance, bad faith or gross negligence (except errors in judgment) in the performance of its duties hereunder and under the other Transaction Documentshereunder, or by reason of reckless disregard the Indenture Trustee’s material breach of its the obligations and duties hereunder and under this Agreement or the other Transaction Documents. The Trust Depositor shall not 92 be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Capitalsource Inc)

Limitation on Liability of Trust Depositor and Others. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor may rely in good faith on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Trust Depositor and any director or officer or employee or agent of the Trust Depositor shall be reimbursed by the Owner Trustee for any contractual damages, liability or expense incurred by reason of the Owner Trustee’s willful misfeasance, bad faith or negligence (except errors in judgment) in the performance of its duties hereunder and under the other Transaction Documents, or by reason of reckless disregard of its their respective obligations and duties hereunder and under the other Transaction Documents. The Trust Depositor shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Harley-Davidson Customer Funding Corp.)

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