Common use of Limitation on Liability of Trustee Clause in Contracts

Limitation on Liability of Trustee. Trustee shall at no time have any responsibility or liability for or with respect to the correctness of the recitals contained herein or in the Certificates (other than the certificate of authentication on the Certificates). Except as set forth in Section 11.15, Trustee makes no representations as to the validity or sufficiency of this Agreement, any Supplement, the Certificates (other than the certificate of authentication on the Certificates) any other Transaction Document or any Transferred Asset or related document. Trustee shall not be accountable for the use or application (i) by Transferor of any of the Certificates or of the proceeds of such Certificates, or (ii) for the use or application of any funds paid to Transferor or to Servicer (other than to Trustee in its capacity as Servicer) in respect of the Transferred Assets or deposited by Servicer in or withdrawn by Servicer from the Bank Accounts, the Transaction Accounts or any other accounts hereafter established to effectuate the transactions contemplated herein or in the other Transaction Documents and in accordance with the terms hereof or thereof. Except as provided in Section 11.1(c)(v), Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity, or enforceability of any ownership or security interest in any Transferred Asset, or the perfection or priority of such a security interest or the maintenance of any such perfection or priority, or for the generation of the payments to be distributed to Certificateholders under this Agreement, including: (a) the existence and substance of any Transferred Asset or any related Record or any computer or other record thereof, (b) the validity of the transfer of any Transferred Asset to the Trust or of any preceding or intervening transfer, (c) the performance or enforcement of any Transferred Asset, (d) the compliance by Transferor or Servicer with any warranty or representation made under this Agreement or in any other Transaction Document and the accuracy of any such warranty or representation prior to Trustee's receipt of actual notice of any noncompliance therewith or any breach thereof, (e) any investment of monies pursuant to Section 4.4 or any loss resulting therefrom, (f) the acts or omissions of Transferor, Servicer or any Obligor, (g) any action of Servicer taken in the name of Trustee, or (h) any action by Trustee taken at the instruction of Servicer; provided that the foregoing shall not relieve Trustee of its obligation to perform its duties (including but not limited to its duties, if any, to act as Servicer in accordance with Section 10.2) under the Agreement in accordance with the terms hereof. Except with respect to a claim based on the failure of Trustee to perform its duties under this Agreement or based on Trustee's negligence or willful misconduct, no recourse shall be had against Trustee in its individual capacity for any claim (a "Non-Recourse Claim") based on any provision of this Agreement, any other Transaction Document, the Certificates, any Transferred Asset or any assignment thereof. Trustee shall not have any personal obligation, liability, or duty whatsoever to any Certificateholder or any other Person with respect to any Non-Recourse Claim, and any such claim shall be asserted solely against the Trust or any indemnitor who shall furnish indemnity to the Trust or Trustee as provided in this Agreement.

Limitation on Liability of Trustee. The Trustee shall at have no time have any responsibility or liability for or with respect to the correctness of the recitals contained herein herein, in any of the other Transaction Documents, or in the Certificates Notes (other than the certificate of authentication of the Trustee on the CertificatesNotes). Except as set forth in Section 11.1511.20, the Trustee makes no representations as to the validity or sufficiency of this AgreementIndenture, any Supplementof the other Transaction Documents, the Certificates Notes (other than the certificate of authentication of the Trustee on the Certificates) Notes), any other Transaction Document or any Transferred Pledged Asset or related document. The Trustee shall not be accountable for the use or application (i) by Transferor the Issuer of any of the Certificates Notes, or of the proceeds of such CertificatesNotes, or (ii) for the use or application of any funds paid to Transferor the Issuer or to the Servicer (other than to Trustee in its capacity as Servicer) in respect of the Transferred Pledged Assets or deposited by the Servicer in in, or withdrawn by the Servicer from the Bank Accountsfrom, the Transaction Accounts Collection Account, the Reserve Account, the Issuer's Account or any other accounts hereafter established to effectuate the transactions contemplated herein or in the other Transaction Documents and in accordance with the terms hereof or thereof. Except as provided in Section 11.1(c)(v), The Trustee shall at have no time have any responsibility or liability for or with respect to (A) the legality, validity, validity or enforceability of any ownership or security interest in any Transferred Pledged Asset, or ; (B) the perfection or priority of such a security interest or interest; (C) the maintenance of any such perfection or priority, or for ; (D) the generation efficacy of the Granting Clause hereunder; (E) the ability of the Pledged Assets to generate the payments to be distributed to Certificateholders Noteholders under this Agreement, including: Indenture; (aF) the existence and substance of any Transferred Pledged Asset or any related Record or any computer or other record thereof, ; (bG) the validity of the transfer grant of security in any Transferred Pledged Asset to the Trust Trustee as contemplated pursuant to the Granting Clause hereunder or of any preceding or intervening transfer, grant pursuant thereto; (cH) the performance or enforcement of any Transferred Pledged Asset, ; (dI) the compliance by Transferor the Issuer or the Servicer with any warranty or representation made under this Agreement Indenture or in any other Transaction Document and the accuracy of any such warranty or representation prior to the Trustee's receipt of actual notice of any noncompliance therewith or any breach thereof, ; (eJ) any investment of monies pursuant to Section 4.4 4.02 or any loss resulting therefrom, ; (fK) the acts or omissions of Transferorthe Issuer, the Servicer or any Obligor, ; (gL) any action of the Servicer taken in the name of the Trustee, ; or (hM) any action by the Trustee taken at the instruction of the Servicer; provided provided, however, that the foregoing shall not relieve the Trustee of its obligation to perform its duties (including but not limited to its duties, if any, to act as Servicer in accordance with Section 10.2) under this Indenture and the Agreement other Transaction Documents in accordance with the terms hereofhereof and thereof. Except with respect to a claim based on the failure of the Trustee to perform its duties under this Agreement Indenture or under any of the other Transaction Documents or based on the Trustee's negligence or willful misconduct, no recourse shall be had against the Trustee in its individual capacity for any claim (a "Non-Recourse Claim") based on any provision of this AgreementIndenture, any other Transaction Document, the CertificatesNotes, any Transferred Pledged Asset or any assignment thereof. The Trustee shall not have any personal obligation, liability, liability or duty whatsoever to any Certificateholder Noteholder or any other Person with respect to any Non-Recourse Claimsuch claim, and any such claim claims shall be asserted solely against the Trust Pledged Assets, the Issuer or any indemnitor who shall furnish indemnity to the Trust or Trustee as provided in this AgreementIndenture. Any obligation of the Trustee to give any notice or statement to any rating agency hereunder shall constitute only a best efforts obligation and such notice or statement shall be so provided only as a matter of courtesy and accommodation. The Trustee shall have no liability to any rating agency or any other Person for any failure to so provide such notice or statement. The provisions of this Section 11.08 shall survive and continue to inure to the benefit of the Trustee notwithstanding the termination of this Indenture or the removal or resignation of the Trustee.

Limitation on Liability of Trustee. The Trustee shall at no time have any responsibility or liability for or with respect to the correctness of the recitals contained herein or in the Certificates (other than the certificate of authentication on the Certificates). Except as set forth in Section 11.15, the Trustee makes no representations as to the validity or sufficiency of this Agreement, any Supplement, the Certificates (other than the certificate of authentication on the Certificates) or any other Transaction Document or any Transferred Trust Asset or related document. The Trustee shall not be accountable for the use or application (i) by Transferor NAFCO of any of the Certificates or of the proceeds of such Certificates, or (ii) for the use or application of any funds paid to Transferor NAFCO or to Servicer (other than to Trustee in its capacity as Servicer) the Administrator in respect of the Transferred Trust Assets or deposited by Servicer the Administrator in or withdrawn by Servicer the Administrator from the Bank Accounts, the Transaction Trust Accounts or any other accounts hereafter established to effectuate the transactions contemplated herein or in the other Transaction Documents and in accordance with the terms hereof or thereof. Except as provided in Section 11.1(c)(v), The Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity, or enforceability of any ownership or security interest in any Transferred Trust Asset, or the perfection or priority of such a security interest or the maintenance of any such perfection or priority, or for or with respect to the generation efficacy of the Trust or its ability to generate the payments to be distributed to Certificateholders under this Agreement, including: (a) the existence and substance of any Transferred Trust Asset or any related Record or any computer or other record thereof, (b) ; the validity of the transfer of any Transferred Trust Asset to the Trust or of any preceding or intervening transfer, (c) ; the performance or enforcement of any Transferred Trust Asset, (d) ; the compliance by Transferor NAFCO or Servicer the Administrator with any warranty or representation made under this Agreement or in any other Transaction Document and the accuracy of any such warranty or representation prior to the Trustee's receipt of actual notice of any noncompliance therewith or any breach thereof, (e) ; any investment of monies pursuant to Section 4.4 4.04 or any loss resulting therefrom, (f) ; the acts or omissions of TransferorNAFCO, Servicer the Administrator, or any Obligor, (g) ; any action of Servicer the Administrator taken in the name of the Trustee, ; or (h) any action by the Trustee taken at the instruction of Servicerthe Administrator or any action in connection with any of the Trust Documents; provided provided, however, that the foregoing shall not relieve the Trustee of its obligation to perform its duties (including but not limited to its duties, if any, to act as Servicer in accordance with Section 10.2) under the Agreement in accordance with the terms hereof. Except with respect to a claim based on the failure of the Trustee to perform its duties under this Agreement or based on the Trustee's negligence or willful misconduct, no recourse shall be had against the Trustee in its individual capacity for any claim (a "Non-Recourse Claim") based on any provision of this Agreement, any other Transaction Document, the Certificates, any Transferred Trust Asset or any assignment thereof. The Trustee shall not have any personal obligation, liability, or duty whatsoever to any Certificateholder or any other Person with respect to any Non-Recourse Claimsuch claim, and any such claim shall be asserted solely against the Trust or any indemnitor who shall furnish indemnity to the Trust or the Trustee as provided in this Agreement. Any obligation of the Trustee to give any notice or statement to any rating agency hereunder shall constitute only a best efforts obligation and such notice or statement shall be so provided only as a matter of courtesy and accommodation, the Trustee having no liability to any rating agency or any other Person for any failure to so provide such notice or statement.

Limitation on Liability of Trustee. Trustee shall at no time have any responsibility or liability for or with respect to the correctness of the recitals contained herein or in the Certificates (other than the certificate of authentication on the Certificates)) or the Purchased Interests. Except as set forth in Section 11.15, Trustee makes no representations as to the validity or sufficiency of this Agreement, any PI Agreement, any Supplement, the Certificates (other than the certificate of authentication on the Certificates) or the Purchased Interests, any other Transaction Document or any Transferred Asset or related document. Trustee shall not be accountable for the use or application (i) by Transferor of any of the Certificates or the Purchased Interests or of the proceeds of such CertificatesCertificates or the Purchased Interests, or (ii) for the use or application of any funds paid to Transferor or to Servicer (other than to Trustee in its capacity as Servicer) in respect of the Transferred Assets or deposited by Servicer in or withdrawn by Servicer from the Bank Accounts, the Transaction Accounts or any other accounts hereafter established to effectuate the transactions contemplated herein or in the other Transaction Documents and in accordance with the terms hereof or thereof. Except as provided in Section 11.1(c)(v), Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity, or enforceability of any ownership or security interest in any Transferred Asset, or the perfection or priority of such a security interest or the maintenance of any such perfection or priority, or for the generation of the payments to be distributed to Certificateholders or Purchasers under this Agreement, including: (a) the existence and substance of any Transferred Asset or any related Record or any computer or other record thereof, (b) the validity of the transfer of any Transferred Asset to the Trust or of any preceding or intervening transfer, (c) the performance or enforcement of any Transferred Asset, (d) the compliance by Transferor or Servicer with any warranty or representation made under this Agreement or in any other Transaction Document and the accuracy of any such warranty or representation prior to Trustee's receipt of actual notice of any noncompliance therewith or any breach thereof, (e) any investment of monies pursuant to Section 4.4 or any loss resulting therefrom, (f) the acts or omissions of Transferor, Servicer or any Obligor, (g) any action of Servicer taken in the name of Trustee, or (h) any action by Trustee taken at the instruction of Servicer; provided that the foregoing shall not relieve Trustee of its obligation to perform its duties (including but not limited to its duties, if any, to act as Servicer in accordance with Section 10.2) under the this Agreement in accordance with the terms hereof. Except with respect to a claim based on the failure of Trustee to perform its duties under this Agreement or based on Trustee's gross negligence or willful misconduct, no recourse shall be had against Trustee in its individual capacity for any claim (a "Non-Recourse Claim") based on any provision of this Agreement, any other Transaction Document, the Certificates, the Purchased Interests, any Transferred Asset or any assignment thereof. Trustee shall not have any personal obligation, liability, or duty whatsoever to any Certificateholder Certificateholder, any Purchaser or any other Person with respect to any Non-Recourse Claimsuch claim, and any such claim shall be asserted solely against the Trust or any indemnitor who shall furnish indemnity to the Trust or Trustee as provided in this Agreement.

Limitation on Liability of Trustee. Trustee shall at no time have any responsibility or liability for or with respect to the correctness of the recitals contained herein or in the Certificates (other than the certificate of authentication on the Certificates)) or the Purchased Interests. Except as set forth in Section 11.15, Trustee makes no representations as to the validity or sufficiency of this Agreement, any PI Agreement, any Supplement, the Certificates (other than the certificate of authentication on the Certificates) or the Purchased Interests, any other Transaction Document or any Transferred Asset or related document. Trustee shall not be accountable for the use or application (i) by Transferor of any of the Certificates or the Purchased Interests or of the proceeds of such CertificatesCertificates or the Purchased Interests, or (ii) for the use or application of any funds paid to Transferor or to Servicer (other than to Trustee in its capacity as Servicer) in respect of the Transferred Assets or deposited by Servicer in or withdrawn by Servicer from the Bank Accounts, the Transaction Accounts or any other accounts hereafter established to effectuate the transactions contemplated herein or in the other Transaction Documents and in accordance with the terms hereof or thereof. Except as provided in Section 11.1(c)(v), Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity, or enforceability of any ownership or security interest in any Transferred Asset, or the perfection or priority of such a security interest or the maintenance of any such perfection or priority, or for the generation of the payments to be distributed to Certificateholders or Purchasers under this Agreement, including: (a) the existence and substance of any Transferred Asset or any related Record or any computer or other record thereof, (b) the validity of the transfer of any Transferred Asset to the Trust or of any preceding or intervening transfer, (c) the performance or enforcement of any Transferred Asset, (d) the compliance by Transferor or Servicer with any warranty or representation made under this Agreement or in any other Transaction Document and the accuracy of any such warranty or representation prior to Trustee's receipt of actual notice of any noncompliance therewith or any breach thereof, (e) any investment of monies pursuant to Section 4.4 or any loss resulting therefrom, (f) the acts or omissions of Transferor, Servicer or any Obligor, (g) any action of Servicer taken in the name of Trustee, or (h) any action by Trustee taken at the instruction of Servicer; provided that the foregoing shall not relieve Trustee of its obligation to perform its duties (including but not limited to its duties, if any, to act as Servicer in accordance with Section 10.2) under the Agreement in accordance with the terms hereof. Except with respect to a claim based on the failure of Trustee to perform its duties under this Agreement or based on Trustee's negligence or willful misconduct, no recourse shall be had against Trustee in its individual capacity for any claim (a "Non-Recourse Claim") based on any provision of this Agreement, any other Transaction Document, the Certificates, the Purchased Interests, any Transferred Asset or any assignment thereof. Trustee shall not have any personal obligation, liability, or duty whatsoever to any Certificateholder Certificateholder, any Purchaser or any other Person with respect to any Non-Recourse Claimsuch claim, and any such claim shall be asserted solely against the Trust or any indemnitor who shall furnish indemnity to the Trust or Trustee as provided in this Agreement.

Limitation on Liability of Trustee. Trustee shall at no time have any responsibility or liability for or with respect to the correctness of the recitals contained herein or in the Certificates Notes (other than the certificate of authentication on the CertificatesNotes). Except as set forth in Section 11.15SECTION 11.14, Trustee makes no representations as to the validity or sufficiency of this Agreement, any Supplement, Agreement or the Certificates Notes (other than the certificate of authentication on the CertificatesNotes) any other Transaction Document or any Transferred Asset Collateral or related document. Trustee shall not be accountable for the use or application (i) by Transferor Issuer of any of the Certificates Notes or of the proceeds of such CertificatesNotes, or (ii) for the use or application of any funds paid to Transferor Issuer or to Servicer (other than to Trustee in its capacity as Servicer) in respect of the Transferred Assets Collateral or deposited by Servicer in or withdrawn by Servicer from the Bank Accounts, the Transaction Accounts or any other accounts hereafter established to effectuate the transactions contemplated herein or in the other Transaction Documents and in accordance with the terms hereof or thereof. Except as provided in Section 11.1(c)(v), Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity, or enforceability of any ownership or security interest in any Transferred AssetCollateral, or the perfection or priority of such a security interest or the maintenance of any such perfection or priority, or for the generation of the payments to be distributed paid to Certificateholders Noteholders under this Agreement, including: (a) the existence and substance of any Transferred Asset Collateral or any related Record or any computer or other record thereof, (b) the validity of the transfer grant to Trustee of any Transferred Asset to a security interest in the Trust Collateral or of any preceding or intervening grant or transfer, (c) the performance or enforcement of any Transferred AssetCollateral, (d) the compliance by Transferor Issuer or Servicer with any warranty or representation made under this Agreement or in any other Transaction Document and the accuracy of any such warranty or representation prior to Trustee's receipt of actual notice of any noncompliance therewith or any breach thereof, (e) any investment of monies pursuant to Section 4.4 SECTION 4.3 or any loss resulting therefrom, (f) the acts or omissions of TransferorIssuer, Servicer or any Obligor, (g) any action of Servicer taken in the name of Trustee, or (h) any action by Trustee taken at the instruction of Servicer; provided PROVIDED that the foregoing shall not relieve Trustee of its obligation to perform its duties (including but not limited to its duties, if any, to act as Servicer in accordance with Section 10.2SECTIONS 10.2 and 11.1(c)(v)) under the this Agreement in accordance with the terms hereof. Except with respect to a claim based on the failure of Trustee to perform its duties under this Agreement or based on Trustee's negligence or willful misconduct, no recourse shall be had against Trustee in its individual capacity for any claim (a "Non-Recourse Claim") based on any provision of this Agreement, any other Transaction Document, the CertificatesNotes, any Transferred Asset Collateral or any assignment thereof. Trustee shall not have any personal obligation, liability, or duty whatsoever to any Certificateholder Noteholder, or any other Person with respect to any Non-Recourse Claimsuch claim, and any such claim shall be asserted solely against the Trust Issuer or any indemnitor who shall furnish indemnity to the Trust or Trustee as provided in this AgreementAgreement or in another Transaction Document.

Limitation on Liability of Trustee. Trustee shall at no ---------------------------------- time have any responsibility or liability for or with respect to the correctness of the recitals contained herein or in the Certificates (other than the certificate of authentication on the Certificates). Except as set forth in Section 11.15, Trustee makes no representations as to the validity or ------------- sufficiency of this Agreement, any Supplement, the Certificates (other than the certificate of authentication on the Certificates) any other Transaction Document or any Transferred Asset or related document. Trustee shall not be accountable for the use or application (i) by Transferor of any of the Certificates or of the proceeds of such Certificates, or (ii) for the use or application of any funds paid to Transferor or to Servicer (other than to Trustee in its capacity as Servicer) in respect of the Transferred Assets or deposited by Servicer in or withdrawn by Servicer from the Bank Accounts, the Transaction Accounts or any other accounts hereafter established to effectuate the transactions contemplated herein or in the other Transaction Documents and in accordance with the terms hereof or thereof. Except as provided in Section 11.1(c)(v), Trustee shall at no time have any ------------------ responsibility or liability for or with respect to the legality, validity, or enforceability of any ownership or security interest in any Transferred Asset, or the perfection or priority of such a security interest or the maintenance of any such perfection or priority, or for the generation of the payments to be distributed to Certificateholders under this Agreement, including: (a) the existence and substance of any Transferred Asset or any related Record or any computer or other record thereof, (b) the validity of the transfer of any Transferred Asset to the Trust or of any preceding or intervening transfer, (c) the performance or enforcement of any Transferred Asset, (d) the compliance by Transferor or Transferor, Servicer with any warranty or representation made under this Agreement or in any other Transaction Document and the accuracy of any such warranty or representation prior to Trustee's receipt of actual notice of any noncompliance therewith or any breach thereof, (e) any investment of monies pursuant to Section 4.4 or any loss resulting therefrom, (f) the acts or omissions of Transferor, Servicer Servicer, Seller or any Obligor, (gf) any action of Servicer taken in the name of Trustee, or (hg) any action by Trustee taken at the instruction of Servicer; provided that the foregoing shall not relieve Trustee of its obligation to perform its duties (including but not limited to its duties, if any, to act as Servicer in accordance with Section 10.2) under the Agreement in ------------ accordance with the terms hereof. Except with respect to a claim based on the failure of Trustee to perform its duties under this Agreement or based on Trustee's negligence or willful misconduct, no recourse shall be had against Trustee in its individual capacity for any claim (a "Non-Recourse Claim") based on any provision of this Agreement, any other Transaction Document, the Certificates, any Transferred Asset or any assignment thereof. Trustee shall not have any personal obligation, liability, or duty whatsoever to any Certificateholder or any other Person with respect to any Non-Recourse Claim, and any such claim shall be asserted solely against the Trust or any indemnitor who shall furnish indemnity to the Trust or Trustee as provided in this Agreement.

Limitation on Liability of Trustee. The Trustee shall at have no time have any responsibility or liability for or with respect to the correctness of the recitals contained herein herein, in any of the other Transaction Documents, or in the Certificates Notes (other than the certificate of authentication of the Trustee on the CertificatesNotes). Except as set forth in Section 11.1511.20, the Trustee makes no representations as to the validity or sufficiency of this AgreementIndenture, any Supplementof the other Transaction Documents, the Certificates Notes (other than the certificate of authentication of the Trustee on the Certificates) Notes), any other Transaction Document or any Transferred Pledged Asset or related document. The Trustee shall not be accountable for the use or application (i) by Transferor the Issuer of any of the Certificates Notes, or of the proceeds of such CertificatesNotes, or (ii) for the use or application of any funds paid to Transferor the Issuer or to the Servicer (other than to Trustee in its capacity as Servicer) in respect of the Transferred Pledged Assets or deposited by the Servicer in in, or withdrawn by the Servicer from the Bank Accountsfrom, the Transaction Accounts Lock-Box Account, the Concentration Account, the Reserve Account, the Issuer's Account or any other accounts hereafter established to effectuate the transactions 108 115 contemplated herein or in the other Transaction Documents and in accordance with the terms hereof or thereof. Except as provided in Section 11.1(c)(v), The Trustee shall at have no time have any responsibility or liability for or with respect to (A) the legality, validity, validity or enforceability of any ownership or security interest in any Transferred Pledged Asset, or ; (B) the perfection or priority of such a security interest or interest; (C) the maintenance of any such perfection or priority, or for ; (D) the generation efficacy of the Granting Clause hereunder; (E) the ability of the Pledged Assets to generate the payments to be distributed to Certificateholders Noteholders under this Agreement, including: Indenture; (aF) the existence and substance of any Transferred Pledged Asset or any related Record or any computer or other record thereof, ; (bG) the validity of the transfer grant of security in any Transferred Pledged Asset to the Trust Trustee as contemplated pursuant to the Granting Clause hereunder or of any preceding or intervening transfer, grant pursuant thereto; (cH) the performance or enforcement of any Transferred Pledged Asset, ; (dI) the compliance by Transferor the Issuer or the Servicer with any warranty or representation made under this Agreement Indenture or in any other Transaction Document and the accuracy of any such warranty or representation prior to the Trustee's receipt of actual notice of any noncompliance therewith or any breach thereof, ; (eJ) any investment of monies pursuant to Section 4.4 4.02 or any loss resulting therefrom, ; (fK) the acts or omissions of Transferorthe Issuer, the Servicer or any Obligor, ; (gL) any action of the Servicer taken in the name of the Trustee, ; or (hM) any action by the Trustee taken at the instruction of the Servicer; provided provided, however, that the foregoing shall not relieve the Trustee of its obligation to perform its duties (including but not limited to its duties, if any, to act as Servicer in accordance with Section 10.2) under this Indenture and the Agreement other Transaction Documents in accordance with the terms hereofhereof and thereof. Except with respect to a claim based on the failure of the Trustee to perform its duties under this Agreement Indenture or under any of the other Transaction Documents or based on the Trustee's negligence or willful misconduct, no recourse shall be had against the Trustee in its individual capacity for any claim (a "Non-Recourse Claim") based on any provision of this AgreementIndenture, any other Transaction Document, the CertificatesNotes, any Transferred Pledged Asset or any assignment thereof. The Trustee shall not have any personal obligation, liability, liability or duty whatsoever to any Certificateholder Noteholder or any other Person with respect to any Non-Recourse Claimsuch claim, and any such claim claims shall be asserted solely against the Trust Pledged Assets, the Issuer or any indemnitor who shall furnish indemnity to the Trust or Trustee as provided in this AgreementIndenture. The Trustee shall have no liability to any Person for any failure to so provide such notice or statement. The provisions of this Section 11.08 shall survive and continue to inure to the benefit of the Trustee notwithstanding 109 116 the termination of this Indenture or the removal or resignation of the Trustee.

Limitation on Liability of Trustee. The Trustee shall at no time have any responsibility or liability for or with respect to the correctness of the recitals contained herein or in the Certificates (other than the certificate of authentication on the Certificates). Except as set forth in Section 11.15, the Trustee makes no representations as to the validity or sufficiency of this Agreement, any Supplement, the Certificates (other than the certificate of authentication on the Certificates) or any other Transaction Document or any Transferred Trust Asset or related document. The Trustee shall not be accountable for the use or application (i) by Transferor NAFCO of any of the Certificates or of the proceeds of such Certificates, or (ii) for the use or application of any funds paid to Transferor NAFCO or to Servicer (other than to Trustee in its capacity as Servicer) the Administrator in respect of the Transferred Trust Assets or deposited by Servicer the Administrator in or withdrawn by Servicer the Administrator from the Bank Accounts, the Transaction Trust Accounts or any other accounts hereafter established to effectuate the transactions contemplated herein or in the other Transaction Documents and in accordance with the terms hereof or thereof. Except as provided in Section 11.1(c)(v), The Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity, or enforceability of any ownership or security interest in any Transferred Trust Asset, or the perfection or priority of such a security interest or the maintenance of any such perfection or priority, or for or with respect to the generation efficacy of the Trust or its ability to generate the payments to be distributed to Certificateholders under this Agreement, including: (a) the existence and substance of any Transferred Trust Asset or any related Record or any computer or other record thereof, (b) ; the validity of the transfer of any Transferred Trust Asset to the Trust or of any preceding or intervening transfer, (c) ; the performance or enforcement of any Transferred Trust Asset, (d) ; the compliance by Transferor NAFCO or Servicer the Administrator with any warranty or representation made under this Agreement or in any other Transaction Document and the accuracy of any such warranty or representation prior to the Trustee's receipt of actual notice of any noncompliance therewith or any breach thereof, (e) ; any investment of monies pursuant to Section 4.4 4.04 or any loss resulting therefrom, (f) ; the acts or omissions of TransferorNAFCO, Servicer the Administrator, or any Obligor, (g) ; any action of Servicer the Administrator taken in the name of the Trustee, ; or (h) any action by the Trustee taken at the instruction of Servicerthe Administrator; provided provided, however, that the foregoing shall not relieve the Trustee of its obligation to perform its duties (including but not limited to its duties, if any, to act as Servicer in accordance with Section 10.2) under the Agreement in accordance with the terms hereof. Except with respect to a claim based on the failure of the Trustee to perform its duties under this Agreement or based on the Trustee's negligence or willful misconduct, no recourse shall be had against the Trustee in its individual capacity for any claim (a "Non-Recourse Claim") based on any provision of this Agreement, any other Transaction Document, the Certificates, any Transferred Trust Asset or any assignment thereof. The Trustee shall not have any personal obligation, liability, or duty whatsoever to any Certificateholder or any other Person with respect to any Non-Recourse Claimsuch claim, and any such claim shall be asserted solely against the Trust or any indemnitor who shall furnish indemnity to the Trust or the Trustee as provided in this Agreement. Any obligation of the Trustee to give any notice or statement to any rating agency hereunder shall constitute only a best efforts obligation and such notice or statement shall be so provided only as a matter of courtesy and accommodation, the Trustee having no liability to any rating agency or any other Person for any failure to so provide such notice or statement.