Common use of No Joint Venture; No Fiduciary Obligations; Etc. Clause in Contracts

No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the Company, the Initial Bond Issuer, the Initial Bond Trustee, the Initial Receivables Servicer, the Administrative Agent, the Receivables Servicer, the Receivables Sub-Servicer and the Buyer. (b) Neither Buyer nor the Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial Bond Trustee, the Initial Bond Issuer, the bondholders or any other party under this Agreement. Each of the Initial Bond Trustee (on behalf of itself and the bondholders), the Initial Bond Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against Buyer or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither the Initial Bond Trustee nor the Initial Bond Issuer is the agent of, or owes any fiduciary obligation to, Buyer or the Administrative Agent or any other party under this Agreement. Each of the Administrative Agent, the Company and Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Bond Trustee or the Initial Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of Buyer, the Administrative Agent, the Initial Bond Trustee or the Initial Bond Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial Indenture, the Servicing Agreement, any Receivables Agreement or applicable law. (d) None of Buyer, the Administrative Agent, the Initial Bond Trustee or the Initial Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of Buyer, the Administrative Agent, the Initial Bond Trustee and the Initial Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 6 contracts

Samples: Indenture (Appalachian Consumer Rate Relief Funding LLC), Indenture (Appalachian Consumer Rate Relief Funding LLC), Indenture (Appalachian Consumer Rate Relief Funding LLC)

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No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the Company, the Initial Bond Issuer, the Initial Bond Trustee, the Initial Receivables Property Servicer, the Additional Bond Issuer, the Additional Bond Trustee, the Additional Property Servicer, the Administrative Agent, the Receivables Servicer, the Receivables Sub-Servicer and the Buyer. (b) Neither Buyer nor the Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial Bond Trustee, the Initial Bond Issuer, the bondholders Additional Bond Trustee, the Additional Bond Issuer, the Holders or any other party under this Agreement. Each of the Initial Bond Trustee (on behalf of itself and the bondholdersHolders), the Initial Bond Issuer, the Additional Bond Trustee (on behalf of itself and the Holders), the Additional Bond Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against Buyer or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither None of the Initial Bond Trustee nor Trustee, the Initial Bond Issuer, the Additional Bond Trustee or the Additional Bond Issuer is the agent of, or owes any fiduciary obligation to, Buyer or the Administrative Agent or any other party under this Agreement. Each of the Administrative Agent, the Company and Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee or the Initial Additional Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of Buyer, the Administrative Agent, the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee or the Initial Additional Bond Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial Indenture, the Additional Indenture, the Servicing Agreement, any Receivables Agreement or applicable law. (d) None of Buyer, the Administrative Agent, the Initial Bond Trustee or Trustee, the Initial Bond Issuer, the Additional Bond Trustee, the Additional Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of Buyer, the Administrative Agent, the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee and the Initial Additional Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 5 contracts

Samples: Indenture (WEPCo Environmental Trust Finance I, LLC), Indenture (WEPCo Environmental Trust Finance I, LLC), Indenture (WEPCo Environmental Trust Finance I, LLC)

No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the Company, the Initial Bond Issuer, the Initial Bond Trustee, the Initial Receivables Property Servicer, the Additional Bond Issuer, the Additional Bond Trustee, the Additional Property Servicer, the Administrative Agent, the Receivables Servicer, the Receivables Sub-Servicer and the Buyer. (b) Neither Buyer nor the Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee, the Additional Bond Issuer, the bondholders or any other party under this Agreement. Each of the Initial Bond Trustee (on behalf of itself and the bondholders), the Initial Bond Issuer, the Additional Bond Trustee (on behalf of itself and the bondholders), the Additional Bond Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against Buyer or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither None of the Initial Bond Trustee nor Trustee, the Initial Bond Issuer, the Additional Bond Trustee or the Additional Bond Issuer is the agent of, or owes any fiduciary obligation to, Buyer or the Administrative Agent or any other party under this Agreement. Each of the Administrative Agent, the Company and Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee or the Initial Additional Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of Buyer, the Administrative Agent, the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee or the Initial Additional Bond Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial Indenture, the Additional Indenture, the Servicing Agreement, any Receivables Agreement or applicable law. (d) None of Buyer, the Administrative Agent, the Initial Bond Trustee or Trustee, the Initial Bond Issuer, the Additional Bond Trustee, the Additional Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of Buyer, the Administrative Agent, the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee and the Initial Additional Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmissionemail) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 4 contracts

Samples: Indenture (PNM Energy Transition Bond Co I, LLC), Indenture (PNM Energy Transition Bond Co I, LLC), Indenture (PNM Energy Transition Bond Co I, LLC)

No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the Company, the Initial Bond IssuerIssuers, the Initial Bond TrusteeTrustees, the Initial Receivables ServicerProperty Servicers, the Administrative Agent, the Receivables ServicerLenders, the Receivables Sub-Servicer and the Buyer. (b) Neither Buyer nor the Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial any Bond Trustee, the Initial any Bond Issuer, the bondholders or any other party under this Agreement. Each of the Initial Bond Trustee (on behalf of itself and the bondholders), the Initial each Bond Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against the Buyer or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither the Initial No Bond Trustee nor the Initial Bond Issuer is the agent of, or owes any fiduciary obligation to, the Buyer or the Administrative Agent or any other party under this Agreement. Each of the Administrative Agent, the Company and the Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial any Bond Trustee or the Initial any Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of the Buyer, the Administrative Agent, the Initial any Bond Trustee or the Initial any Bond Issuer shall be required to take any action that exposes or which it reasonably believes could expose it to personal liability or that is contrary to the Initial either Indenture, the any Servicing Agreement, any Receivables Agreement or applicable law. (d) None of the Buyer, the Administrative Agent, the Initial any Bond Trustee or the Initial any Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of the Buyer, the Administrative Agent, the Initial each Bond Trustee and the Initial each Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 4 contracts

Samples: Intercreditor Agreement (Duke Energy Progress SC Storm Funding LLC), Intercreditor Agreement (Duke Energy Progress NC Storm Funding LLC), Intercreditor Agreement (Duke Energy Progress SC Storm Funding LLC)

No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the Company, the Initial Bond Issuer, the Initial Bond Trustee, the Initial Receivables Property Servicer, the Administrative Agent, the Receivables Servicer, the Receivables Sub-Servicer and the Buyer. (b) Neither Buyer nor the Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial Bond Trustee, the Initial Bond Issuer, the bondholders or any other party under this Agreement. Each of the Initial Bond Trustee (on behalf of itself and the bondholders), the Initial Bond Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against Buyer or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither the Initial Bond Trustee nor the Initial Bond Issuer is the agent of, or owes any fiduciary obligation to, the Buyer or the Administrative Agent or any other party under this Agreement. Each of the Administrative Agent, the Company and the Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Bond Trustee or the Initial Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of the Buyer, the Administrative Agent, the Initial Bond Trustee or the Initial Bond Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial Indenture, the Initial Servicing Agreement, any Receivables Agreement or applicable law. (d) None of the Buyer, the Administrative Agent, the Initial Bond Trustee or the Initial Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of the Buyer, the Administrative Agent, the Initial Bond Trustee and the Initial Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 3 contracts

Samples: Intercreditor Agreement (Duke Energy Florida, Llc.), Intercreditor Agreement (Duke Energy Florida, Llc.), Intercreditor Agreement

No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the Company, the Initial Bond Issuer, the Initial Bond Trustee, the Initial Receivables Property Servicer, the Administrative AgentAdditional Bond Issuer, the Receivables Servicer, the Receivables Sub-Servicer Additional Bond Trustee and the BuyerAdditional Property Servicer. (b) Neither Buyer nor Notwithstanding anything herein to the Administrative Agent is the agent ofcontrary, or owes any fiduciary obligation to, none of the Initial Bond Trustee, the Initial Bond Issuer, the bondholders or any other party under this Agreement. Each of the Initial Bond Trustee (on behalf of itself and the bondholders), the Initial Bond Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against Buyer or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither the Initial Bond Trustee nor the Initial Bond Issuer is the agent of, or owes any fiduciary obligation to, Buyer or the Administrative Agent or any other party under this Agreement. Each of the Administrative Agent, the Company and Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Additional Bond Trustee or the Initial Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of Buyer, the Administrative Agent, the Initial Bond Trustee or the Initial Additional Bond Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial IndentureBond Agreements, the Servicing Agreement, any Receivables Agreement Additional Bond Agreements or applicable law. (dc) None of Buyer, the Administrative AgentInitial Bond Trustee, the Initial Bond Trustee or Issuer, the Initial Additional Bond Trustee, the Additional Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of Buyer, the Administrative AgentInitial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee and the Initial Additional Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 2 contracts

Samples: Intercreditor Agreement (DTE Electric Securitization Funding II LLC), Intercreditor Agreement (DTE Electric Securitization Funding II LLC)

No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the Company, the Initial Bond Issuer, the Initial Bond Trustee, the Initial Receivables Property Servicer, the Administrative Agent, the Receivables Servicer, the Receivables Sub-Servicer and the Buyer. (b) Neither Buyer nor the Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial Bond Trustee, the Initial Bond Issuer, the bondholders or any other party under this Agreement. Each of the Initial Bond Trustee (on behalf of itself and the bondholders), the Initial Bond Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against Buyer or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither the Initial Bond Trustee nor the Initial Bond Issuer is the agent of, or owes any fiduciary obligation to, Buyer or the Administrative Agent or any other party under this Agreement. Each of the Administrative Agent, the Company and Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Bond Trustee or the Initial Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of Buyer, the Administrative Agent, the Initial Bond Trustee or the Initial Bond Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial Indenture, the Servicing Agreement, any Receivables Agreement or applicable law. (d) None of Buyer, the Administrative Agent, the Initial Bond Trustee or the Initial Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of Buyer, the Administrative Agent, the Initial Bond Trustee and the Initial Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 2 contracts

Samples: Indenture (PSNH Funding LLC 3), Indenture (PSNH Funding LLC 3)

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No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the Company, the Initial Bond Issuer, the Initial Bond Trustee, the Initial Receivables Property Servicer, the Additional Bond Issuer, the Additional Bond Trustee, the Additional Property Servicer, the Administrative Agent, the Receivables Servicer, the Receivables Sub-Servicer and the Buyer. (b) Neither Buyer nor the Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial Bond Trustee, the Initial Bond Issuer, the bondholders Additional Bond Trustee, the Additional Bond Issuer, the holders of Initial Securitization Bonds or Additional Securitization Bonds or any other party under this Agreementto the Initial Bond Agreements or the Additional Bond Agreements. Each of the Initial Bond Trustee (on behalf of itself and the bondholdersholders of Initial Securitization Bonds), the Initial Bond Issuer, the Additional Bond Trustee (on behalf of itself and the holders of Additional Securitization Bonds), the Additional Bond Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against Buyer or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither None of the Initial Bond Trustee nor Trustee, the Initial Bond Issuer, the Additional Bond Trustee or the Additional Bond Issuer is the agent of, or owes any fiduciary obligation to, Buyer or the Administrative Agent or any other party under this Agreementto the Receivables Agreements. Each of the Administrative Agent, the Company and Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee or the Initial Additional Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of Buyer, the Administrative Agent, the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee or the Initial Additional Bond Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial IndentureBond Agreements, the Servicing AgreementAdditional Bond Agreements, any Receivables Agreement or applicable law. (d) None of Buyer, the Administrative Agent, the Initial Bond Trustee or Trustee, the Initial Bond Issuer, the Additional Bond Trustee, the Additional Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of Buyer, the Administrative Agent, the Initial Bond Trustee, the Initial Bond Issuer, the Additional Bond Trustee and the Initial Additional Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 2 contracts

Samples: Indenture (DTE Electric Securitization Funding I LLC), Indenture (DTE Electric Securitization Funding I LLC)

No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture or partnership among any of the Company, the Initial Bond Issuer, the Initial Bond Trustee, the Initial Receivables Property Servicer, the Administrative Agent, the Receivables Servicer, Collection Agent and the Receivables Sub-Servicer and the BuyerSPV. (b) Neither Buyer the Receivables SPV nor the Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial Bond Trustee, the Initial Bond Issuer, the bondholders or any other party under this Agreement. Each of the Initial Bond Trustee (on behalf of itself and the bondholders), the Initial Bond Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against Buyer the Receivables SPV or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither the Initial Bond Trustee nor the Initial Bond Issuer is the agent of, or owes any fiduciary obligation to, Buyer the Receivables SPV or the Administrative Agent or any other party under this Agreement. Each of the Administrative Agent, the Company and Buyer the Receivables SPV hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Bond Trustee or the Initial Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of Buyerthe Receivables SPV, the Administrative Agent, the Initial Bond Trustee or the Initial Bond Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial Indenture, the Servicing Agreement, any Receivables Agreement or applicable law. (d) None of Buyerthe Receivables SPV, the Administrative Agent, the Initial Bond Trustee or the Initial Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith negligence or willful misconduct. Without limiting the foregoing, each of Buyerthe Receivables SPV, the Administrative Agent, the Initial Bond Trustee and the Initial Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 2 contracts

Samples: Intercreditor Agreement (Evergy Missouri West Storm Funding I, LLC), Intercreditor Agreement (Evergy Missouri West Storm Funding I, LLC)

No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the Company, the Initial Bond Issuer, the Initial Bond Trustee, the Initial Receivables Securitized Utility Tariff Property Servicer, [the Additional Bond Issuer, the Additional Bond Trustee, the Additional Securitization Property Servicer,] each Joining Transaction Issuer, each Joining Transaction Trustee, [the Administrative Agent, the Receivables Servicer, the Receivables Sub-Servicer and the Buyer]. (b) [Neither Buyer nor the Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial Bond Trustee, the Initial Bond Issuer, [the bondholders Additional Bond Trustee, the Additional Bond Issuer,] any Joining Transaction Issuer, any Joining Transaction Trustee, the Holders or any other party under this Agreement. Each of the Initial Bond Trustee (on behalf of itself and the bondholdersHolders), the Initial Bond Issuer, [the Additional Bond Trustee (on behalf of itself and the Holders), the Additional Bond Issuer,] each Joining Transaction Trustee (on behalf of itself and each of the Holders), each Joining Transaction Issuer and the Company hereby waives any right that it may now have or hereafter acquire to make any claim against Buyer or the Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither None of the Initial Bond Trustee nor Trustee, the Initial Bond Issuer, [the Additional Bond Trustee, the Additional Bond Issuer,] any Joining Transaction Issuer or any Joining Transaction Trustee is the agent of, or owes any fiduciary obligation to, Buyer or the Administrative Agent or any other party under this Agreement. Each of the Administrative Agent, the Company and Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Bond Trustee or Trustee, the Initial Bond Issuer, [the Additional Bond Trustee, the Additional Bond Issuer,] any Joining Transaction Trustee or any Joining Transaction Issuer on the basis of any such fiduciary obligation hereunder.] (c) Notwithstanding anything herein to the contrary, none of of[ Buyer, the Administrative Agent,] the Initial Bond Trustee, the Initial Bond Issuer, [the Additional Bond Trustee, the Additional Bond Issuer,] any Joining Transaction Trustee or the Initial Bond any Joining Transaction Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial Indenture, [the Additional Indenture,] each applicable Joining Transaction Indenture, the Servicing Agreement[, any Receivables Agreement Agreement] or applicable law. (d) None of [Buyer, the Administrative Agent,] the Initial Bond Trustee, the Initial Bond Trustee or Issuer, [the Initial Additional Bond Trustee, the Additional Bond Issuer,] any Joining Transaction Trustee, any Joining Transaction Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of [Buyer, the Administrative Agent,] the Initial Bond Trustee, the Initial Bond Issuer, [the Additional Bond Trustee, the Additional Bond Issuer,] each Joining Transaction Trustee and the Initial Bond each Joining Transaction Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 1 contract

Samples: Securitized Utility Tariff Property Purchase and Sale Agreement (Ameren Missouri Securitization Funding I, LLC)

No Joint Venture; No Fiduciary Obligations; Etc.. (a) Nothing herein contained shall be deemed as effecting a joint venture among any of the any Company, the Initial any Bond Issuer, the Initial Bond any Indenture Trustee, the Initial Receivables any Securitization Property Servicer, the Receivables Administrative Agent, the Receivables Servicer, the any Receivables Sub-Servicer and the Receivables Buyer. (b) Neither Receivables Buyer nor the Receivables Administrative Agent is the agent of, or owes any fiduciary obligation to, the Initial Bond any Indenture Trustee, the Initial any Bond Issuer, the any corresponding bondholders or any other party under this Agreement. Each of the Initial Bond Indenture Trustee (on behalf of itself and the corresponding bondholders), the Initial each Bond Issuer and the each Company hereby waives any right that it may now have or hereafter acquire to make any claim against Receivables Buyer or the Receivables Administrative Agent, in their respective capacities as such, on the basis of any such fiduciary obligation hereunder. Neither the Initial Bond No Indenture Trustee nor the Initial any Bond Issuer is the agent of, or owes any fiduciary obligation to, Buyer or Receivables Buyer, the Receivables Administrative Agent Agent, the Receivables Purchasers or any other party under this Agreement. Each of the Receivables Administrative Agent, the each Company and Receivables Buyer hereby waives any right that it may now have or hereafter acquire to make any claim against the Initial Bond any Indenture Trustee or the Initial any Bond Issuer on the basis of any such fiduciary obligation hereunder. (c) Notwithstanding anything herein to the contrary, none of Receivables Buyer, the Receivables Administrative Agent, the Initial Bond any Indenture Trustee or the Initial any Bond Issuer shall be required to take any action that exposes it to personal liability or that is contrary to the Initial applicable Indenture, the applicable Servicing Agreement, any Receivables Agreement or applicable law. (d) None of Receivables Buyer, the Receivables Administrative Agent, the Initial Bond any Indenture Trustee or the Initial any Bond Issuer nor any of their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement, except for its or their own gross negligence, bad faith or willful misconduct. Without limiting the foregoing, each of Receivables Buyer, the Receivables Administrative Agent, the Initial Bond each Indenture Trustee and the Initial each Bond Issuer: (i) may consult with legal counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (ii) makes no warranty or representation to any party and shall not be responsible to any party for any statements, warranties or representations made by any other party in connection with this Agreement or any other agreement; (iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any other agreement on the part of any other party; and (iv) shall incur no liability under or in respect of this Agreement by acting upon any writing (which may be by facsimile e-mail or other electronic transmission) believed by it in good faith to be genuine and signed or sent by the proper party or parties.

Appears in 1 contract

Samples: Intercreditor Agreement (SWEPCO Storm Recovery Funding LLC)

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