Common use of Intent of the Parties Hereto Clause in Contracts

Intent of the Parties Hereto. This Trust Agreement and all documents, agreements, understandings and arrangements relating to this Trust Agreement which are executed by the Depositor Loan Trustee have been executed by the Depositor Loan Trustee solely for the purpose of having the legal and record title to the Loans held by a federal depository institution and the Depositor hereby agrees that the Depositor Loan Trustee shall be accorded appropriate protection for its limited role herein pursuant to the indemnity herein and that the Depositor Loan Trustee (its officers, directors, employees and agents) shall not have any liability thereunder or hereunder except as expressly set forth herein, including, without limitation, liability which may be incurred as a result of actions or inactions of the Depositor or any of its affiliates, subject to the terms of applicable laws, rules and regulations. The Depositor agrees that it will not seek recourse or commence any action against the Depositor Loan Trustee (or its officers, directors, employees or agents) or any of their personal assets for the performance or payment of any obligation thereunder or hereunder and the Depositor Loan Trustee shall not be liable for its actions or inactions, including its negligence, in the performance of its duties hereunder; provided that the Depositor Loan Trustee shall be liable for actual damages (but not consequential or exemplary damages) proximately caused by its gross negligence or willful misconduct in the performance of its duties hereunder. The parties hereto intend that this Trust Agreement is for their benefit only and not for the benefit of any third party. The parties hereto agree that each and every provision of this Trust Agreement is subject to this paragraph.

Intent of the Parties Hereto. This Trust Agreement and all documents, agreements, understandings and arrangements relating to this Trust Agreement which are executed by the Depositor Issuer Loan Trustee have been executed by the Depositor Issuer Loan Trustee solely for the purpose of having the legal and record title to the Loans held by a federal depository institution institution, and the Depositor Issuer hereby agrees that the Depositor Issuer Loan Trustee shall be accorded appropriate protection for its limited role herein pursuant to the indemnity herein and that the Depositor Issuer Loan Trustee (its officers, directors, employees and agents) shall not have any liability thereunder or hereunder except as expressly set forth herein, including, without limitation, liability which may be incurred as a result of actions or inactions of the Depositor Issuer or any of its affiliates, subject to the terms of applicable laws, rules and regulations. The Depositor Issuer agrees that it will not seek recourse or commence any action against the Depositor Issuer Loan Trustee (or its officers, directors, employees or agents) or any of their personal assets for the performance or payment of any obligation thereunder or hereunder hereunder, and the Depositor Issuer Loan Trustee shall not be liable for its actions or inactions, including its negligence, in the performance of its duties hereunder; provided that the Depositor Issuer Loan Trustee shall be liable for actual damages (but not consequential or exemplary damages) proximately caused by its gross negligence or willful misconduct in the performance of its duties hereunder. The parties hereto intend that this Trust Agreement is for their benefit only and not for the benefit of any third party, except that the Issuer shall assign its interest in this Trust Agreement to the Indenture Trustee, for the benefit of the Noteholders, pursuant to the Indenture. The parties hereto agree that each and every provision of this Trust Agreement is subject to this paragraph.