Common use of NO REPRESENTATIONS OR WARRANTIES AS TO TRUST ESTATE Clause in Contracts

NO REPRESENTATIONS OR WARRANTIES AS TO TRUST ESTATE. Neither the Trust Company nor the Delaware Trustee makes (i) any representation or warranty as to the title, value or merchantability of the Trust Estate or any other representation or warranty, express or implied, with respect to the Trust Estate whatsoever, and (ii) any representation or warranty as to the validity or enforceability of the Transaction Documents or any other agreement contemplated by any of the foregoing, or as to the correctness of any statement contained in any thereof, except that the Trust Company represents and warrants to the Certificateholders and the Administrator that this Trust Agreement and, assuming that this Trust Agreement has been duly authorized, executed and delivered by the Sponsor and the Administrator, each of the Transaction Documents and each other document which contemplates execution thereof by the Delaware Trustee on behalf of the Trust has been or will be executed and delivered by its officers who are or will be duly authorized to execute and deliver such document on its behalf, and that under Delaware law (excluding Delaware securities laws), this Trust Agreement constitutes the legal, valid and binding obligation of the Trust Company, enforceable against the Trust Company in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity.

NO REPRESENTATIONS OR WARRANTIES AS TO TRUST ESTATE. Neither the Trust Company nor the Delaware Trustee makes (i) any representation or warranty as to the title, value or merchantability of the Trust Estate or any other representation or warranty, express or implied, with respect to the Trust Estate whatsoever, and (ii) any representation or warranty as to the validity or enforceability of the Transaction Documents or any other agreement contemplated by any of the foregoing, or as to the correctness of any statement contained in any thereof, except that the Trust Company represents and warrants to the Certificateholders and the Administrator that this Trust Agreement and, assuming that this Trust Agreement has been duly authorized, executed and delivered by the Sponsor and the AdministratorDepositor, each of the Transaction Documents and each other document which contemplates execution thereof by the Delaware Trustee on behalf of the Trust has been or will be executed and delivered by its officers who are or will be duly authorized to execute and deliver such document on its behalf, and that under Delaware law (excluding Delaware securities laws), this Trust Agreement constitutes the legal, valid and binding obligation of the Trust Company, enforceable against the Trust Company in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity.

NO REPRESENTATIONS OR WARRANTIES AS TO TRUST ESTATE. Neither the Trust Company nor the Delaware Trustee makes (i) any representation or warranty as to the title, value or merchantability of the Trust Estate or any other representation or warranty, express or implied, with respect to the Trust Estate whatsoever, and (ii) any representation or warranty as to the validity or enforceability of the Transaction Documents or any other agreement contemplated by any of the foregoing, or as to the correctness of any statement contained in any thereof, except that the Trust Company represents and warrants to the Certificateholders and the Administrator that this Trust Agreement and, assuming that this Trust Agreement has been duly authorized, executed and delivered by the Sponsor Depositor and the Administrator, each of the Transaction Documents and each other document which contemplates execution thereof by the Delaware Trustee on behalf of the Trust has been or will be executed and delivered by its officers who are or will be duly authorized to execute and deliver such document on its behalf, and that under Delaware law (excluding Delaware securities laws), this Trust Agreement constitutes the legal, valid and binding obligation of the Trust Company, enforceable against the Trust Company in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity.

NO REPRESENTATIONS OR WARRANTIES AS TO TRUST ESTATE. Neither the Trust Company nor the Delaware Trustee makes (i) any representation or warranty as to the title, value or merchantability of the Trust Estate or any other representation or warranty, express or implied, with respect to the Trust Estate whatsoever, and (ii) any representation or warranty as to the validity or enforceability of the Transaction Documents or any other agreement contemplated by any of the foregoing, or as to the correctness of any statement contained in any thereof, except that the Trust Company represents and warrants to the Certificateholders and the Administrator that this Trust Agreement and, assuming that this Trust Agreement has been duly authorized, executed and delivered by the Sponsor and the AdministratorDepositor, each of the Transaction Documents and each other document which contemplates execution thereof by the Delaware Trustee on behalf of the Trust has been or will be executed and delivered by its officers who are or will be duly authorized to execute and deliver such document on its behalf, and that under Delaware law (excluding Delaware securities laws), this Trust Agreement constitutes the legal, valid and binding obligation of the Trust Company, enforceable against the Trust Company in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors' ’ rights generally and to general principles of equity.

NO REPRESENTATIONS OR WARRANTIES AS TO TRUST ESTATE. Neither the Trust Company nor the Delaware Trustee makes (i) any representation or warranty as to the title, value or merchantability of the Trust Estate or any other representation or warranty, express or implied, with respect to the Trust Estate whatsoever, and (ii) any representation or warranty as to the validity or enforceability of the Transaction Documents or any other agreement contemplated by any of the foregoing, or as to the correctness of any statement contained in any thereof, except that the Trust Company represents and warrants to the Certificateholders and the Administrator that this Trust Agreement and, assuming that this Trust Agreement has been duly authorized, executed and delivered by the Sponsor and the Administrator, each of the Transaction Documents and each other document which contemplates execution thereof by the Delaware Trustee on behalf of the Trust has been or will be executed and delivered by its officers who are or will be duly authorized to execute and deliver such document on its behalf, and that under Delaware law (excluding Delaware securities laws), this Trust Agreement constitutes the legal, valid and binding obligation of the Trust Company, enforceable against the Trust Company in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors' ’ rights generally and to general principles of equity.

NO REPRESENTATIONS OR WARRANTIES AS TO TRUST ESTATE. Neither the Trust Company nor the Delaware Trustee makes (i) any representation or warranty as to the title, value or merchantability of the Trust Estate or any other representation or warranty, express or implied, with respect to the Trust Estate whatsoever, and (ii) any representation or warranty as to the validity or enforceability of the Transaction Documents or any other agreement contemplated by any of the foregoing, or as to the correctness of any statement contained in any thereof, except that the Trust Company represents and warrants to the Certificateholders and the Administrator that this Trust Agreement and, assuming that this Trust Agreement has been duly authorized, executed and delivered by the Sponsor Depositor and the Administrator, each of the Transaction Documents and each other document which contemplates execution thereof by the Delaware Trustee on behalf of the Trust has been or will be executed and delivered by its officers who are or will be duly authorized to execute and deliver such document on its behalf, and that under Delaware law (excluding Delaware securities laws), this Trust Agreement constitutes the legal, valid and binding obligation of the Trust Company, enforceable against the Trust Company in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors' ’ rights generally and to general principles of equity.