No Recourse to Owner Trustee. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Wilmington Trust Company, not individually or personally, but solely as Owner Trustee of Newcastle Mortgage Securities Trust 2006-1, 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 Company but is made and intended for the purpose for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability of 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 (d) under no circumstances shall Wilmington Trust Company 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 Agreement or any other related documents.
No Recourse to Owner Trustee. It is expressly understood and agreed by the parties hereto that (a) this Indenture is executed and delivered by [_____________], not individually or personally, but solely as Owner Trustee of [______________________], 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 [_____________] but is made and intended for the purpose for binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability of [_____________], 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 (d) under no circumstances shall [_____________] 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.
No Recourse to Owner Trustee. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Christiana Bank & Trust Company, 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 as trustee, (b) each of the representations, undertakings and agreements herein made on the part of Party B is made and intended not as a personal representation, undertaking and agreement by Christiana Bank & Trust Company but is made and intended for the purpose of binding only Party B, (c) nothing herein contained shall be construed as creating any liability on Christiana Bank & 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 (d) under no circumstances shall Christiana Bank & Trust Company be personally liable for the payment of any indebtedness or expenses of Party B or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by Party B under this Agreement or any other related documents.
No Recourse to Owner Trustee. It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Wilmington Trust Company, not individually or personally but solely as Owner Trustee of Option One Owner Trust 2001-1A, Option One Owner Trust 2001-1B, Option One Owner Trust 2001-2 Option One Owner Trust 2002-3, Option One Owner Trust 2003-4 and Option One Owner Trust 2003-5 (collectively, the "Seller Trusts"), 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 Seller Trusts is made and intended not as personal representations, undertakings and agreements by Wilmington Trust Company but is made and intended for the purpose for binding only the Seller Trusts, (c) 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 expressed waived by the parties hereto and by any Person claiming by, through or under the parties hereto and (d) under no circumstances shall Wilmington Trust Company be personally liable for the payment of any indebtedness or expenses of the Seller Trusts or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Seller Trusts under this Agreement or any other related documents.
No Recourse to Owner Trustee. It is expressly understood and agreed by and between the parties hereto (i) that this Agreement is executed and delivered by Chase Manhattan Bank Delaware, not in its individual capacity but solely as owner trustee (in such capacity, the "Owner Trustee"), under the Trust Agreement, dated as of the date hereof (the "Trust Agreement"), among Condev Nevada, Inc., the Owner Trustee and [Xxxxx Xxxxxxx and Xxxxx Xxxx as Administrators], in the exercise of the power and authority conferred and vested in it as such Owner Trustee, (ii) each of the representations, undertakings and agreements made herein by the Purchaser are not personal representations, undertakings and agreements of Chase Manhattan Bank Delaware, but are binding only on the Purchaser created pursuant to the Trust Agreement, (iii) nothing contained herein shall be construed as creating any liability on Chase Manhattan Bank Delaware, individually or personally, to perform any covenant of the Purchaser 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 any such party, and (iv) under no circumstances shall Chase Manhattan Bank Delaware be personally liable for the payment of any indebtedness or expense of the Purchaser or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Purchaser under this Agreement.
No Recourse to Owner Trustee. SECTION 34. AMENDMENT.................................................... EXHIBITS EXHIBIT A CONTENTS OF EACH MORTGAGE FILE EXHIBIT B [RESERVED] EXHIBIT C FORM OF SELLERS' OFFICER'S CERTIFICATE EXHIBIT D FORM OF OPINION OF COUNSEL TO THE SELLERS EXHIBIT E FORM OF SECURITY RELEASE CERTIFICATION EXHIBIT F FORM OF SECURITY RELEASE CERTIFICATION EXHIBIT G FORM OF ASSIGNMENT AND ASSUMPTION AGREEMENT EXHIBIT H [RESERVED] EXHIBIT I FORM OF ASSIGNMENT AND CONVEYANCE AGREEMENT EXHIBIT J FORM OF INDEMNIFICATION AND CONTRIBUTION AGREEMENT FLOW MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT This FLOW MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT (the "Agreement"), dated as of September 1, 2004, by and among Morgan Stanley Mortgage Capital Inc., a New York corporation, having an xxxxxe xx 0001 Avenue of the Americas, 27th Floor, New York, New York 10020 (the "Xxxxxxxxx"), Xxxxxx Xxx Xxxxxxxx Xxxxxxxxxxx, x Xxxxxxxxxx xxxxxration, having an office at 3 Ada, Irvine, California 92618 (the "Company" and a "Seller"), Option Xxx Xxxxx Xxxxx 0000-0X, Xxxxxx One Owner Trust 2001-1B, Option One Owner Trust 2001-2, Option One Owner Trust 2002-3, Option One Owner Trust 2003-4 and Option One Owner Trust 2003-5, each a Delaware business trust, having an address at c/o Wilmington Trust Company, Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19800, (xach a "Trust" axx xxxx x "Xxxxxx" xxx xxxxxxxx xxxx xxx Xxxxxxx xxx "Sellers").
No Recourse to Owner Trustee. It is expressly understood and agreed by and between Owner Trustee, Lessee, Owner Participant, Indenture Trustee, and each Loan Participant, and their respective successors and permitted assigns, that, subject to the proviso contained in this Section 11.13(b), all representations, warranties and undertakings of Owner Trustee hereunder shall be binding upon Owner Trustee, only in its capacity as Owner Trustee under the Trust Agreement, and (except as expressly provided herein) Trust Company for any breach thereof, except for its gross negligence or willful misconduct, or for breach of its covenants, representations and warranties contained herein, except to the extent covenanted or made in its individual capacity; provided, however, that nothing in this Section 11.13(b) shall be construed to limit in scope or substance those representations and warranties of Trust Company made expressly in its individual capacity set forth herein. The term “Owner Trustee” as used in this Agreement shall include any successor trustee under the Trust Agreement, or Owner Participant if the trust created thereby is revoked.
No Recourse to Owner Trustee. Intention of the Parties and Interpretation.
No Recourse to Owner Trustee. It is expressly understood and agreed by the parties hereto that (a) all rights and duties of the Purchaser hereunder will be performed by the Initial Certificateholder on behalf of the Purchaser pursuant to the Trust Agreement; (b) nothing herein contained shall be construed as creating any liability on the part of U.S. Bank Trust National Association, individually or personally, to perform any covenant or obligation of the Purchaser, 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, (c) U.S. Bank Trust National Association has made no investigation as to the accuracy or completeness of any representations or warranties made by the Purchaser in this Agreement and (d) under no circumstances shall U.S. Bank Trust National Association be personally liable for the payment of any indebtedness or expenses of the Purchaser or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Purchaser under this Agreement or any other related documents as to which recourse shall be had solely to the assets of the Purchaser.
No Recourse to Owner Trustee. It is expressly understood and agreed by and between Owner Trustee, Lessee, Owner Participant, Indenture Trustee, and Loan Participant, and their respective successors and permitted assigns, that, subject to the proviso contained in this Section 11.13(b), all representations, warranties and undertakings of Owner Trustee hereunder shall be binding upon Owner Trustee, only in its capacity as Owner Trustee under the Trust
