Compensation and Indemnification of Owner Trustee Sample Clauses
The "Compensation and Indemnification of Owner Trustee" clause establishes the right of the owner trustee to receive payment for its services and to be protected from certain liabilities incurred while performing its duties. Typically, this clause outlines the fees or compensation structure for the trustee and specifies that the trust or another party will reimburse the trustee for expenses and defend it against claims arising from its good faith actions as trustee. Its core function is to ensure that the trustee is fairly compensated and shielded from personal financial risk, thereby encouraging qualified parties to serve as trustee without undue concern for personal liability.
Compensation and Indemnification of Owner Trustee. AND DELAWARE TRUSTEE 16 Section 7.1. Fees and Expenses 16 Section 7.2. Indemnification of Owner Trustee and Delaware Trustee 17 Section 7.3. Organizational Expenses of Issuer 18 ARTICLE VIII TERMINATION 18 Section 8.1. Termination of Trust Agreement and Issuer 18 ARTICLE IX SUCCESSOR TRUSTEES AND ADDITIONAL TRUSTEES 19 Section 9.1. Eligibility Requirements for Owner Trustee and Delaware Trustee 19 Section 9.2. Resignation or Removal of Owner Trustee 19 Section 9.3. Successor Co-Trustee 20 Section 9.4. Merger or Consolidation; Transfer of Assets 20 Section 9.5. Appointment of Separate Trustee or Co-Trustee 21 Section 9.6. Compliance with Delaware Statutory Trust Act 22 ARTICLE X OTHER AGREEMENTS 22 Section 10.1. Limitation on Rights of Others 22 Section 10.2. No Petition 22 Section 10.3. Limited Recourse 22 Section 10.4. Subordination 22 Section 10.5. Rights Limited to Exchange Note 23 Section 10.6. Compliance with Corporate Transparency Act 23 ARTICLE XI MISCELLANEOUS 24 Section 11.1. Amendments 24 Section 11.2. Benefit of Agreement; Third-Party Beneficiaries 25 Section 11.3. Notices 25 Section 11.4. GOVERNING LAW 26 Section 11.5. WAIVER OF JURY TRIAL 26 Section 11.6. Severability 26 Section 11.7. Headings 26 Section 11.8. Counterparts 26 Exhibit A Form of Certificate of Trust EA-1 AMENDED AND RESTATED TRUST AGREEMENT, dated as of July 1, 2024 (this "Agreement"), among FORD CREDIT AUTO LEASE TWO LLC, a Delaware limited liability company, as Depositor, THE BANK OF NEW YORK MELLON, a New York banking corporation, not in its individual capacity but solely as Owner Trustee under this Agreement, and BNY MELLON TRUST OF DELAWARE, a Delaware banking corporation, not in its individual capacity but solely as Delaware Trustee under this Agreement, for Ford Credit Auto Lease Trust 2024-B.
Compensation and Indemnification of Owner Trustee. Section 8.01. Owner Trustee's Fees and Expenses..................................................................30 Section 8.02. Indemnification....................................................................................30 Section 8.03. Payments to the Owner Trustee......................................................................30 ARTICLE NINE
Compensation and Indemnification of Owner Trustee. Section 8.01. Owner Trustee’s Fees and Expenses 25 Section 8.02. Indemnification 25 Section 8.03. Payments to the Owner Trustee 25 Section 9.01. Termination of Trust Agreement 26 Section 10.01. Eligibility Requirements for Owner Trustee 28 Section 10.02. Resignation or Removal of Owner Trustee 28 Section 10.03. Successor Owner Trustee 29 Section 10.04. Merger or Consolidation of Owner Trustee 29 Section 10.05. Appointment of Co-Trustee or Separate Trustee 30 Section 11.01. Intent of the Parties; Reasonableness 32 Section 11.02. Representations and Warranties 32 Section 11.03. Information to Be Provided by the Owner Trustee 32 Section 12.01. Supplements and Amendments 34 Section 12.02. Limitations on Rights of Others 35 Section 12.03. Notices 35 Section 12.04. Severability 36 Section 12.05. Counterparts 36 Section 12.06. Successors and Assigns 36 Section 12.07. No Petition 36 Section 12.08. Table of Contents and Headings 36
Compensation and Indemnification of Owner Trustee. SECTION 8.1 Owner Trustee's Fees and Expenses. Each of the Owner Trustee and the Delaware Trustee shall receive as compensation for its services hereunder such fees as have been separately agreed upon before the date hereof between the Servicer and such trustee, and each of the Owner Trustee and the Delaware Trustee shall be reimbursed by the Servicer for its other reasonable expenses hereunder, including the reasonable compensation, expenses and disbursements of such agents, representatives, experts and counsel as such trustee may employ in connection with the exercise and performance of its rights and its duties hereunder.
Compensation and Indemnification of Owner Trustee. [AND DELAWARE TRUSTEE]
Compensation and Indemnification of Owner Trustee. AND DELAWARE TRUSTEE 16 Section 7.1. Fees and Expenses 16 Section 7.2. Indemnification of Owner Trustee and Delaware Trustee 17 Section 7.3. Organizational Expenses of Issuer 18
Compensation and Indemnification of Owner Trustee. SECTION 8.1. The Owner Trustee’s Compensation 15 SECTION 8.2. Indemnification 15 SECTION 8.3. Payments to the Owner Trustee 16
Compensation and Indemnification of Owner Trustee. 26 ARTICLE IX TERMINATION 26
Compensation and Indemnification of Owner Trustee. Section 8.01. Owner Trustee’s Fees and Expenses 25 Section 8.02. Indemnification 25 Section 8.03. Payments to the Owner Trustee 25 Section 9.01. Termination of Trust Agreement 26 Section 10.01. Eligibility Requirements for Owner Trustee 28 Section 10.02. Resignation or Removal of Owner Trustee 28 Section 10.03. Successor Owner Trustee 29 Section 10.04. Merger or Consolidation of Owner Trustee 29 Section 10.05. Appointment of Co-Trustee or Separate Trustee 30
Compensation and Indemnification of Owner Trustee. SECTION 7.1 Owner Trustee's Fees and Expenses. Until the Trust has been terminated in accordance with Section 9.1, as compensation for its services hereunder, the Owner Trustee shall be entitled to receive the Owner Trustee's Fee pursuant to Section _ _ of the Servicing Agreement, payable in advance on the Closing Date and on each [January] Payment Date. The following fees and expenses of the Owner Trustee (in addition to the Owner Trustee's Fee) shall be payable from the Trust Estate:
(a) except as otherwise expressly provided herein, all reasonable expenses, disbursements and advances incurred or made by the Owner Trustee in accordance with any provision of this Agreement (including the reasonable compensation and the expenses and disbursements of its agents and counsel) except any such expense, disbursement or advance as may be attributable to its negligence or bad faith; and
(b) any loss, liability or expense incurred by the Owner Trustee without negligence or bad faith on its part, arising out of or in connection with the acceptance or administration of this Trust and its duties hereunder and under any Basic Documents, including the costs and expenses of defending itself against any claim or liability in connection with the exercise or performance of any of its powers or duties hereunder.