Common use of Costs That Are Not Reimbursable Clause in Contracts

Costs That Are Not Reimbursable. Notwithstanding anything else to the contrary contained herein or in any Ancillary Document, without the prior written consent of the Participant (which may be withheld in the Participant’s sole and absolute discretion), in no event may the Company deduct from the Loan Proceeds, or otherwise use Loan Proceeds to reimburse itself or pay for, any of the following: (i) any expenses or costs that are not incurred in accordance with the Servicing Standard or the ▇▇▇▇▇▇ ▇▇▇ Guidelines; (ii) any expenses or costs that are paid to any Affiliate of the Company, or any Affiliate of the Servicer or any Subservicer, except as is otherwise expressly permitted pursuant to this Agreement; (iii) any expenses incurred by the Company to become a member of the Mortgage Electronic Registration Systems or to maintain the Company therein as a member in good standing; (iv) any fees or other compensation to or expenses of financial advisers, except to the extent the same are incurred as brokers’ fees or sales commissions incurred to market or sell the Loans or any Acquired Collateral in a bulk sale, the terms of which bulk sale (including the financial adviser’s or broker’s fees) are approved in advance by the Participant); (v) any fine, tax or other penalty, late fee, service charge, interest or similar charge, costs to release Liens or any other costs or expenses (including legal fees and expenses) incurred by or on behalf of the Company as a result of the Company’s or the Servicer’s or any Subservicer’s failure to service any Loan or Collateral properly in accordance with the applicable Loan Documents, this Agreement, the Servicing Agreement, any Subservicing Agreement or otherwise, or failure to make a payment in a timely manner, or failure otherwise to act in a timely manner; (vi) any interest on any Servicing Expenses or Working Capital Advances; (vii) any overhead or administrative costs incurred by the Company or any other Person (including any expenses incurred by the Company or any Servicer or Subservicer to comply with Section 5.05, other than to the extent expressly provided to the contrary in Section 5.05(b)); or (viii) any servicing, management or similar fees paid to the Servicer, any Subservicer or any other Person.

Costs That Are Not Reimbursable. Notwithstanding anything else to the contrary contained herein or in any Ancillary Document, without the prior written consent of the Participant (which may be withheld in the Participant’s sole and absolute discretion), in no event may the Company deduct from the Loan Proceeds, or otherwise use Loan Proceeds to reimburse itself or pay for, any of the following: shall (i) any expenses or costs that are not incurred in accordance with the Servicing Standard or the ▇▇▇▇▇▇ ▇▇▇ Guidelines; Receiver Advances be treated as Company Advances; (ii) Participant have any expenses liability for any (x) Borrower Reimbursable Costs or costs that are paid Post-Acquisition Costs, other than to any Affiliate of the Companyextent the same constitute Company Advances, or any Affiliate of the Servicer or any Subservicer(y) Company Advances, except as is otherwise expressly permitted pursuant to this Agreement; (iii) any expenses incurred by the Company to become a member of the Mortgage Electronic Registration Systems or to maintain the Company therein as a member in good standing; (iv) any fees or other compensation to or expenses of financial advisers, except than to the extent the same are incurred reimbursable from Loan Proceeds as brokers’ fees and to the extent expressly provided for in this Section 3.03; (iii) any of the following be treated as Company Advances or sales commissions incurred be reimbursable to market or sell the Loans or any Acquired Collateral in a bulk sale, the terms of which bulk sale Company: (including the financial adviser’s or broker’s fees) are approved in advance by the Participant); (vA) any fine, tax or other penalty, late fee, service charge, interest or similar charge, costs to release Liens or any other costs or expenses (including legal fees and expenses) incurred by or on behalf of the Company as a result of the Company’s or the any Servicer’s or any Subservicer’s failure to service any Loan or Collateral properly in accordance with the applicable Loan Documents, this Agreement, the Servicing Agreement, any Subservicing Agreement or otherwise, or failure to make a payment in a timely manner, or failure otherwise to act in a timely manner; , or (vi) any interest on any Servicing Expenses or Working Capital Advances; (viiB) any overhead or administrative costs incurred by expense of the Company or any other Person (including any costs and expenses incurred by the Company or any Servicer or Subservicer to comply with Section 5.05reporting, other than to recordkeeping, licensing and similar requirements imposed on the extent expressly provided to Company under the contrary in Section 5.05(b)Company Operating Agreement or under the provisions of this Agreement, including Sections 5.05 and 8.01(a) and (l) of this Agreement); or and (viiiiv) are any servicing, management advances made by (or similar fees paid on behalf of) the Company to the Servicer, bear interest that is included in Company Advances or otherwise charged or chargeable in any Subservicer way to Participant or any other Persondeducted from Loan Proceeds.

Costs That Are Not Reimbursable. Notwithstanding anything else to the contrary contained herein or in any Ancillary Document, without the prior written consent of the Participant (which may be withheld in the Participant’s sole and absolute discretion), in no event may the Company deduct from the Loan Proceeds, or otherwise use Loan Proceeds to reimburse itself or pay for, any of the following: (i) any expenses or costs that are not incurred in accordance with the Servicing Standard or the ▇▇▇▇▇▇ ▇▇▇ GuidelinesStandard; (ii) any expenses or costs that are paid to any Affiliate Related Person of the Company, or any Affiliate Related Person of the Servicer or any Subservicer, except other than to IndyMac Financial Services (or any successor thereto) or as is otherwise expressly permitted pursuant to this Agreement; (iii) any expenses incurred by the Company to become a MERS member of the Mortgage Electronic Registration Systems or to maintain the Company therein as a MERS member in good standing; (iv) any fees or other compensation to or expenses of financial advisers, except to financial advisers (a) retained as provided in Section 9.03 or (b) retained by the extent Company with the same are incurred prior express approval of the Participant (it being understood that the term “financial advisers” as brokers’ fees used in this clause (iv) does not include any sales agents or sales commissions incurred commercial brokers retained by the Company from time to market or sell time in order to assist with the Loans or any disposition of Acquired Collateral in a bulk sale, the terms of which bulk sale (including the financial adviser’s or broker’s fees) are approved in advance by the Participantwhose fees constitute Servicing Expenses); (v) any fine, tax or other penalty, late fee, service charge, interest or similar charge, costs to release Liens or any other costs or expenses (including legal fees and expenses) incurred incurred, and relating only to the period after the Closing Date, by or on behalf of the Company as a result of the Company’s or the Servicer’s or any Subservicer’s failure to service any Loan or Collateral properly in accordance with the applicable Loan Documents, this Agreement, the Servicing Agreement, any Subservicing Agreement Agreement, the Servicing Standard or otherwise, or failure to make a payment in a timely manner, or failure otherwise to act in a timely manner; (vi) any interest on any Servicing Expenses or Working Capital Advances; (vii) any overhead or administrative costs incurred by ; except in each of the Company or any other Person (including any expenses incurred by the Company or any Servicer or Subservicer to comply with Section 5.05foregoing cases, other than to the extent expressly provided to such failure was caused by (x) the contrary in Section 5.05(b)); action or inaction of the Participant or MERS or (viii) any servicing, management or similar fees paid to the Servicer, any Subservicer or any other Person.