Common use of CHANGE OF SECURITY TRUSTEE Clause in Contracts

CHANGE OF SECURITY TRUSTEE. (a) If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Collateral Account Bank, the Cash Manager and the Issuer shall execute such documents and take such action as the successor security trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor security trustee the rights and powers of the outgoing Security Trustee under this Agreement and releasing the outgoing Security Trustee from its future obligations under this Agreement. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities to the Collateral Account Bank, the Cash Manager or the Issuer under this Agreement notwithstanding any provision herein and that the Security Trustee has agreed to become a party to this Agreement for the purpose only of taking the benefit of this Agreement and agreeing to amendments to this Agreement pursuant to Clause 27 (Amendments). Any liberty or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and the Security Trustee shall not be responsible for any liability occasioned by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed pursuant to the Deed of Charge shall be liable to pay any amounts due under this Agreement, subject as provided in Clause 6.3 (Payments under the Cash Management Agreement) of the Deed of Charge. All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreement.

Appears in 3 contracts

Sources: Collateral Account Bank Agreement, Collateral Account Bank Agreement, Collateral Account Bank Agreement

CHANGE OF SECURITY TRUSTEE. (a) If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Swap Collateral Account Bank, the Cash Manager and the Issuer shall execute such documents and take such action as the successor security trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor security trustee the rights and powers of the outgoing Security Trustee under this Agreement and releasing the outgoing Security Trustee from its future obligations under this Agreement. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities to the Swap Collateral Account Bank, the Cash Manager or the Issuer under this Agreement notwithstanding any provision herein and that the Security Trustee has agreed to become a party to this Agreement for the purpose only of taking the benefit of this Agreement and agreeing to amendments to this Agreement pursuant to Clause 27 (Amendments). Any liberty or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and the Security Trustee shall not be responsible for any liability occasioned by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed pursuant to the Deed of Charge shall be liable to pay any amounts due under this Agreement, subject as provided in Clause 6.3 (Payments under the Cash Management Agreement) of the Deed of Charge. All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreement.

Appears in 2 contracts

Sources: Swap Collateral Account Bank Agreement, Swap Collateral Account Bank Agreement

CHANGE OF SECURITY TRUSTEE. (a) If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Collateral Account Bank, the Cash Manager and the Issuer shall execute such documents and take such action as the successor security trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor security trustee the rights and powers of the outgoing Security Trustee under this Agreement and releasing the outgoing Security Trustee from its future obligations under this Agreement. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities to the Collateral Account Bank, the Cash Manager or the Issuer under this Agreement notwithstanding any provision herein and that the Security Trustee has agreed to become a party to this Agreement for the purpose only of taking the benefit of this Agreement and agreeing to amendments to this Agreement pursuant to Clause 27 26 (Amendments). Any liberty or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and the Security Trustee shall not be responsible for any liability occasioned by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed pursuant to the Deed of Charge shall be liable to pay any amounts due under this Agreement, subject as provided in Clause 6.3 (Payments under the Cash Management Agreement) of the Deed of Charge. All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreement.

Appears in 2 contracts

Sources: Collateral Account Bank Agreement, Collateral Account Bank Agreement

CHANGE OF SECURITY TRUSTEE. (a) 24.1 If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Collateral Account Bank, the Cash Manager Seller and the Issuer shall execute such documents and take such action as the successor or additional security trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor or additional security trustee the rights and powers obligations of the outgoing Security Trustee under this Agreement hereunder and releasing the outgoing Security Trustee from its future obligations under this AgreementAgreement and the Seller shall give notice thereof to the Rating Agencies. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities to the Collateral Account Bank, the Cash Manager or the Issuer under this Agreement notwithstanding any provision herein and that the 24.2 The Security Trustee has agreed to become a party to this Agreement only for the purpose only of taking the benefit of contractual provisions expressed to be given in its favour, enabling better preservation and enforcement of its rights under this Agreement and agreeing to amendments the Deed of Charge and for administrative ease associated with matters where its consent is required. The Security Trustee shall not assume any Liabilities or obligations under this Agreement unless such obligation or Liability is expressly assumed by the Security Trustee in this Agreement. 24.3 The parties to this Agreement pursuant to Clause 27 (Amendments)acknowledge that the rights, powers and obligations of the Security Trustee are governed by the Deed of Charge. Any liberty liberty, power or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and the Security Trustee shall not be responsible for any liability occasioned (or not acting, as the case may be) by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed if acting pursuant to the Deed of Charge shall be liable without prejudice to pay any amounts due under this Agreement, subject as provided in Clause 6.3 (Payments under the Cash Management Agreement) of the Deed of Charge. its express obligations assumed hereunder. 24.4 All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreement. 24.5 For the avoidance of doubt and without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed pursuant to the Deed of Charge shall be liable to pay any amounts under this Agreement. 24.6 The Security Trustee shall not have any duty to monitor or supervise the performance by the Seller of its duties and obligations under this Agreement or any other Transaction Document (and the Security Trustee shall be entitled to assume that the Seller is performing its duties and obligations thereunder until it has actual knowledge to the contrary) nor shall the Security Trustee be in any way liable for any liability suffered by any party hereto or any other party resulting from the acts or omissions of the Seller or any of its agents, sub-contractors, representatives or delegates in the discharge of any of the duties and obligations the Seller is obliged to perform as the agent of, among others, the Security Trustee.

Appears in 2 contracts

Sources: Mortgage Sale Agreement, Mortgage Sale Agreement

CHANGE OF SECURITY TRUSTEE. (a) If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Swap Collateral Account Bank, the Cash Manager and the Issuer shall execute such documents and take such action as the successor security trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor security trustee the rights and powers of the outgoing Security Trustee under this Agreement and releasing the outgoing Security Trustee from its future obligations under this Agreement. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities to the Swap Collateral Account Bank, the Cash Manager or the Issuer under this Agreement notwithstanding any provision herein and that the Security Trustee has agreed to become a party to this Agreement for the purpose only of taking the benefit of this Agreement and agreeing to amendments to this Agreement pursuant to Clause 27 (Amendments). Any liberty or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and the Security Trustee shall not be responsible for any liability occasioned by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed pursuant to the Deed of Charge shall be liable to pay any amounts due under this Agreement, subject as provided in Clause 6.3 (Payments under the Cash Management AgreementAgreement and the Bank Account Agreement ) of the Deed of Charge. All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreement.

Appears in 1 contract

Sources: Swap Collateral Bank Account Agreement

CHANGE OF SECURITY TRUSTEE. (a) If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Collateral Issuer Account Bank, the Cash Manager and the Issuer shall execute such documents and take such action as the successor security trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor security trustee the rights and powers of the outgoing Security Trustee under this Agreement and releasing the outgoing Security Trustee from its future obligations under this Agreement. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities to the Collateral Issuer Account Bank, the Cash Manager or the Issuer under this Agreement notwithstanding any provision herein and that the Security Trustee has agreed to become a party to this Agreement for the purpose only of taking the benefit of this Agreement and agreeing to amendments to this Agreement pursuant to Clause 27 26 (Amendments). Any liberty or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and the Security Trustee shall not be responsible for any liability occasioned by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed pursuant to the Deed of Charge shall be liable to pay any amounts due under this Agreement, subject as provided in Clause clause 6.3 (Payments under the Cash Management Agreement, the Bank Account Agreement and the Swap Agreement) of the Deed of Charge. All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreement.

Appears in 1 contract

Sources: Bank Account Agreement

CHANGE OF SECURITY TRUSTEE. (a) β€Œ 24.1 If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Collateral Account Bank, the Cash Manager Seller and the Issuer shall execute such documents and take such action as the successor or additional security trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor or additional security trustee the rights and powers obligations of the outgoing Security Trustee under this Agreement hereunder and releasing the outgoing Security Trustee from its future obligations under this AgreementAgreement and the Seller shall give notice thereof to the Rating Agencies. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities to the Collateral Account Bank, the Cash Manager or the Issuer under this Agreement notwithstanding any provision herein and that the 24.2 The Security Trustee has agreed to become a party to this Agreement only for the purpose only of taking the benefit of contractual provisions expressed to be given in its favour, enabling better preservation and enforcement of its rights under this Agreement and agreeing to amendments the Deed of Charge and for administrative ease associated with matters where its consent is required. The Security Trustee shall not assume any Liabilities or obligations under this Agreement unless such obligation or Liability is expressly assumed by the Security Trustee in this Agreement. 24.3 The parties to this Agreement pursuant to Clause 27 (Amendments)acknowledge that the rights, powers and obligations of the Security Trustee are governed by the Deed of Charge. Any liberty liberty, power or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and the Security Trustee shall not be responsible for any liability occasioned (or not acting, as the case may be) by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed if acting pursuant to the Deed of Charge shall be liable without prejudice to pay any amounts due under this Agreement, subject as provided in Clause 6.3 (Payments under the Cash Management Agreement) of the Deed of Charge. its express obligations assumed hereunder. 24.4 All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreement. 24.5 For the avoidance of doubt and without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed pursuant to the Deed of Charge shall be liable to pay any amounts under this Agreement. 24.6 The Security Trustee shall not have any duty to monitor or supervise the performance by the Seller of its duties and obligations under this Agreement or any other Transaction Document (and the Security Trustee shall be entitled to assume that the Seller is performing its duties and obligations thereunder until it has actual knowledge to the contrary) nor shall the Security Trustee be in any way liable for any liability suffered by any party hereto or any other party resulting from the acts or omissions of the Seller or any of its agents, sub-contractors, representatives or delegates in the discharge of any of the duties and obligations the Seller is obliged to perform as the agent of, among others, the Security Trustee.

Appears in 1 contract

Sources: Mortgage Sale Agreement

CHANGE OF SECURITY TRUSTEE. (a) If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Collateral Issuer Account Bank, the Cash Manager and the Issuer shall execute such documents and take such action as the successor security trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor security trustee the rights and powers of the outgoing Security Trustee under this Agreement and releasing the outgoing Security Trustee from its future obligations under this Agreement. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities to the Collateral Issuer Account Bank, the Cash Manager or the Issuer under this Agreement notwithstanding any provision herein and that the Security Trustee has agreed to become a party to this Agreement for the purpose only of taking the benefit of this Agreement and agreeing to amendments to this Agreement pursuant to Clause 27 25 (Amendments). Any liberty or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and the Security Trustee shall not be responsible for any liability occasioned by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed pursuant to the Deed of Charge shall be liable to pay any amounts due under this Agreement, subject as provided in Clause clause 6.3 (Payments under the Cash Management Agreement, the Bank Account Agreement and the Swap Agreement) of the Deed of Charge. All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreement.

Appears in 1 contract

Sources: Bank Account Agreement

CHANGE OF SECURITY TRUSTEE. (a) If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Collateral Issuer Account Bank, the Cash Manager and the Issuer shall execute such documents and take such action as the successor security trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor security trustee the rights and powers of the outgoing Security Trustee under this Agreement and releasing the outgoing Security Trustee from its future obligations under this Agreement. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities to the Collateral Issuer Account Bank, the Cash Manager or the Issuer under this Agreement notwithstanding any provision herein and that the Security Trustee has agreed to become a party to this Agreement for the purpose only of taking the benefit of this Agreement and agreeing to amendments to this Agreement pursuant to Clause 27 26 (Amendments). Any liberty or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and the Security Trustee shall not be responsible for any liability occasioned by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed pursuant to the Deed of Charge shall be liable to pay any amounts due under this Agreement, subject as provided in Clause 6.3 (Payments under the Cash Management Agreement, the Bank Account Agreement and the Swap Agreement) of the Deed of Charge. All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreement.

Appears in 1 contract

Sources: Bank Account Agreement

CHANGE OF SECURITY TRUSTEE. 6.1 The Security Trustee may retire from its appointment as Security Trustee of the Trusts under this Agreement without giving any reason and without being responsible for any costs occasioned by such retirement having given to the Finance Parties and GFC not less than sixty (a60) If days written notice of its intention to do so Provided always that no such retirement shall take effect unless there is has been appointed as a successor security agent and trustee in respect of the Trust by instrument in writing signed by the Security Trustee: 6.1.1 a trust corporation, bank or financial institution nominated by the Agent and, provided no Relevant Event or Termination Event shall have occurred and be continuing, approved by GFC (such approval not to be unreasonably withheld or delayed), or at any change time after the Advance and all amounts owing in the identity of respect thereof have been repaid or prepaid in full; or 6.1.2 failing such a nomination, any trust corporation, bank or financial institution with offices in London nominated by the Security Trustee in accordance after consultation with the Deed Finance Parties and with the consent of Chargethe Agent, or at any time after the Collateral Account BankAdvance and all amounts owing in respect thereof have been repaid or, the Cash Manager and the Issuer shall execute and, in either case, such documents and take such action as the successor security trustee shall have duly accepted such appointment by delivering to the Agent and the outgoing other Finance Parties written confirmation (in a form acceptable to the Agent) of such acceptance agreeing to be bound by this Agreement in the capacity of Security Trustee may reasonably require for as if it had been an original party to this Agreement and the purpose of vesting in other Aircraft Security Documents. 6.2 Upon any successor to the successor security trustee the rights and powers of the outgoing Security Trustee being appointed pursuant to Paragraph 6.1, the retiring Security Trustee shall be discharged from any further obligation under this Agreement and releasing the outgoing other Aircraft Security Trustee from its future obligations under this Agreement. (b) It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any obligations or liabilities Documents with respect to the Collateral Account Bank, and its successor and each of the Cash Manager or the Issuer under other parties to this Agreement notwithstanding any provision herein and that the other Aircraft Security Trustee has agreed to become Documents shall have the same rights and obligations among themselves as they would have had if such successor had been a party to this Agreement for and the purpose only other Aircraft Security Documents in place of taking the benefit of this Agreement and agreeing to amendments to this Agreement pursuant to Clause 27 (Amendments). Any liberty or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the retiring Security Trustee's absolute discretion or as directed by the Note Trustee pursuant to the Deed of Charge without any obligation to give reasons therefor and . 6.3 Notwithstanding paragraph 6.1, the Security Trustee shall not be responsible for any liability occasioned by so acting but subject always entitled to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the retire from its appointment as Security Trustee nor hereunder upon five (5) days written notice to GFC at any receiver appointed pursuant to time when the Deed Secured Loan Obligations have been fully repaid and discharged. GFC shall, at its own cost, at such time assume the role of Charge shall be liable to pay any amounts due under this Agreement, subject as provided in Clause 6.3 (Payments under the Cash Management Agreement) of the Deed of Charge. All the provisions of the Deed of Charge and the Trust Deed relating to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreementhereunder.

Appears in 1 contract

Sources: Aircraft Facility Agreement (Gatx Financial Corp)

CHANGE OF SECURITY TRUSTEE. (a) 20.1 If there is any change in the identity of the Security Trustee in accordance with the Deed of Charge, the Collateral Account Bank, the Cash Manager each Seller and the Issuer LLP shall execute such documents and take such action as the successor security trustee or additional Security Trustee and the outgoing Security Trustee may reasonably require for the purpose of vesting in the successor security trustee or additional Security Trustee the rights and powers obligations of the outgoing Security Trustee under this Agreement hereunder and releasing the outgoing Security Trustee from its future obligations under this AgreementAgreement and each Seller shall give notice thereof to the Rating Agencies. (b) 20.2 It is hereby acknowledged and agreed that by its execution of this Agreement the Security Trustee shall not assume or have any of the obligations or liabilities to the Collateral Account Bank, the Cash Manager of any Seller or the Issuer under this Agreement notwithstanding any provision herein LLP hereunder and that the Security Trustee has agreed to become a party to this Agreement for the purpose only of taking the benefit of this Agreement and agreeing to amendments to this Agreement. For the avoidance of doubt, the parties to this Agreement pursuant to Clause 27 (Amendments)acknowledge that the rights, powers and obligations of, and any determination by, the Security Trustee are governed by the Deed of Charge. Any liberty or right which may be exercised (or not exercised, as the case may be) or determination which may be made under this Agreement by the Security Trustee may be exercised (or not exercised, as the case may be) or made in the Security Trustee's absolute discretion or as directed by the Note Bond Trustee pursuant to under the Deed of Charge without any obligation to give reasons therefor therefore and the Security Trustee shall not be responsible for any liability occasioned by so acting but subject always to the provisions of the Deed of Charge. Without prejudice to the obligations of the Issuer, neither the Security Trustee nor any receiver appointed if acting pursuant to the Deed of Charge shall be liable to pay any amounts due under this Agreement, subject as provided in Clause 6.3 (Payments under the Cash Management Agreement) of the Deed of Charge. All the provisions 12.1 of the Deed of Charge and the Trust Deed relating without prejudice to the exercise by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions shall apply, mutatis mutandis, to the discharge by the Security Trustee of its powers, trusts, authorities, duties, rights and discretions under this Agreementexpress obligations assumed hereunder.

Appears in 1 contract

Sources: Mortgage Sale Agreement