Common use of Indemnification of the Trust by the Servicer Clause in Contracts

Indemnification of the Trust by the Servicer. The Servicer shall indemnify and hold harmless the Trust, the Indenture Trustee and the Insurer and its officers, directors, agents and employees from and against any loss, liability, expense, damage or injury suffered or sustained by reason of the Servicer’s willful misfeasance, bad faith or gross negligence in the performance of its activities in servicing or administering the Mortgage Loans pursuant to this Agreement, including, but not limited to, any judgment, award, settlement, reasonable fees of, counsel of its selection and other costs or expenses incurred in connection with the defense of any actual or threatened action, proceeding or claim related to the Servicer’s misfeasance, bad faith or gross negligence. Any such indemnification shall not be payable from the assets of the Trust. The provisions of this indemnity shall run directly to and be enforceable by an injured party subject to the limitations hereof. The provisions of this Section 6.06 shall survive termination of the Agreement or the earlier of the resignation or removal of the Indenture Trustee.

Indemnification of the Trust by the Servicer. The Servicer shall indemnify and hold harmless the TrustOwner Trustee, the Trust and the Indenture Trustee and the Insurer and its officers, directors, agents and employees from and against any loss, liability, expense, damage or injury suffered or sustained by reason of the Servicer’s willful misfeasance, bad faith or gross negligence in the performance of its activities in servicing or administering the Mortgage Loans pursuant to this Agreement, including, but not limited to, any judgment, award, settlement, reasonable fees of, counsel of its selection and other costs or expenses incurred in connection with the defense of any actual or threatened action, proceeding or claim related to the Servicer’s misfeasance, bad faith or gross negligence. Any such indemnification shall not be payable from the assets of the Trust. The provisions of this indemnity shall run directly to and be enforceable by an injured party subject to the limitations hereof. The provisions of this Section 6.06 shall survive termination of the Agreement or the earlier of the resignation or removal of the Owner Trustee or the Indenture Trustee, as the case may be. In addition, the Servicer agrees to indemnify the Indenture Trustee pursuant to Section 6.7 of the Indenture.

Indemnification of the Trust by the Servicer. The Servicer shall indemnify and hold harmless the Trust, the Indenture Trustee Trust and the Insurer and its officers, directors, agents and employees Trustee from and against any loss, liability, expense, damage or injury suffered or sustained by reason of the Servicer’s willful misfeasance, bad faith 's activities or gross negligence in the performance of its activities omissions in servicing or administering the Mortgage Loans pursuant to that are not in accordance with this Agreement, including, but not limited to, any judgment, award, settlement, reasonable attorneys' fees of, counsel of its selection and other costs or expenses incurred in connection with the defense of any actual or threatened action, proceeding or claim related to claim; provided, however, that a successor Servicer shall provide such indemnification only against such a loss, liability, expense, damage or injury described in this Section 7.06 that is further caused by the successor Servicer’s misfeasance's willful malfeasance, bad faith or gross negligence. Any such indemnification shall not be payable from the assets of the Trust. The provisions of this indemnity shall run directly to and be enforceable by an injured party subject to the limitations hereof. The provisions of this Section 6.06 7.06 shall survive termination of the Agreement or the earlier of the resignation or removal of the Indenture TrusteeServicer and termination of this Agreement.

Indemnification of the Trust by the Servicer. The Servicer shall indemnify and hold harmless the Trust, the Indenture Trustee and the Insurer and its officers, directors, agents and employees from and against any loss, liability, expense, damage or injury suffered or sustained by reason of the Servicer’s 's willful misfeasance, bad faith or gross negligence in the performance of its activities in servicing or administering the Mortgage Loans pursuant to this Agreement, including, but not limited to, any judgment, award, settlement, reasonable fees of, counsel of its selection and other costs or expenses incurred in connection with the defense of any actual or threatened action, proceeding or claim related to the Servicer’s 's misfeasance, bad faith or gross negligence. Any such indemnification shall not be payable from the assets of the Trust. The provisions of this indemnity shall run directly to and be enforceable by an injured party subject to the limitations hereof. The provisions of this Section 6.06 shall survive termination of the Agreement or the earlier of the resignation or removal of the Indenture Trustee.

Indemnification of the Trust by the Servicer. The Servicer shall indemnify and hold harmless the Trust, Trust and the Indenture Trustee and the Insurer and its officers, directors, agents and employees from and against any loss, liability, expense, damage or injury suffered or sustained by reason of the Servicer’s 's willful misfeasance, bad faith or gross negligence in the performance of its activities in servicing or administering the Mortgage Loans pursuant to this Agreement, including, but not limited to, any judgment, award, settlement, reasonable fees of, counsel of its selection and other costs or expenses incurred in connection with the defense of any actual or threatened action, proceeding or claim related to the Servicer’s 's misfeasance, bad faith or gross negligence. Any such indemnification shall not be payable from the assets of the Trust. The provisions of this indemnity shall run directly to and be enforceable by an injured party subject to the limitations hereof. The provisions of this Section 6.06 shall survive termination of the Agreement or the earlier of the resignation or removal of the Indenture Trustee.

Indemnification of the Trust by the Servicer. The Servicer shall indemnify and hold harmless the Trust, Trust and the Indenture Trustee and the Insurer and its officers, directors, agents and employees from and against any loss, liability, expense, damage or injury suffered or sustained by reason of the Servicer’s willful misfeasance, bad faith or gross negligence in the performance of its activities in servicing or administering the Mortgage Loans pursuant to this Agreement, including, but not limited to, any judgment, award, settlement, reasonable fees of, counsel of its selection and other costs or expenses incurred in connection with the defense of any actual or threatened action, proceeding or claim related to the Servicer’s misfeasance, bad faith or gross negligence. Any such indemnification shall not be payable from the assets of the Trust. The provisions of this indemnity shall run directly to and be enforceable by an injured party subject to the limitations hereof. The provisions of this Section 6.06 shall survive termination of the Agreement or the earlier of the resignation or removal of the Indenture Trustee.

Indemnification of the Trust by the Servicer. The Servicer shall indemnify and hold harmless the Trust, the Indenture Trustee Trust and the Insurer Trustee and its officers, directors, agents and employees from and against any loss, liability, expense, damage or injury suffered or sustained by reason of the Servicer’s 's willful misfeasance, bad faith or gross negligence in the performance of its activities in servicing or administering the Mortgage Loans pursuant to this Agreement, including, but not limited to, any judgment, award, settlement, reasonable fees of, counsel of its selection and other costs or expenses incurred in connection with the defense of any actual or threatened action, proceeding or claim related to the Servicer’s 's misfeasance, bad faith or gross negligence. Any such indemnification shall not be payable from the assets of the Trust. The provisions of this indemnity shall run directly to and be enforceable by an injured party subject to the limitations hereof. The provisions of this Section 6.06 7.06 shall survive termination of the Agreement or the earlier of the resignation or removal of the Indenture Trustee.

Indemnification of the Trust by the Servicer. The Servicer shall indemnify and hold harmless the Trust, the Indenture Trustee Trust and the Insurer and its officers, directors, agents and employees Trustee from and against any loss, liability, expense, damage or injury suffered or sustained by reason of the Servicer’s willful misfeasance, bad faith 's activities or gross negligence in the performance of its activities omissions in servicing or administering the Mortgage Loans pursuant to that are not in accordance with this Agreement, including, but not limited to, any judgment, award, settlement, reasonable attorneys' fees of, counsel of its selection and other costs or expenses incurred in connection with the defense of any actual or threatened action, proceeding or claim related to claim; provided, however, that a successor Servicer shall provide such indemnification only against such loss, liability, expense, damage or injury described in this Section 7.06 that is further caused by the successor Servicer’s misfeasance's willful malfeasance, bad faith or gross negligence. Any such indemnification shall not be payable from the assets of the Trust. The provisions of this indemnity shall run directly to and be enforceable by an injured party subject to the limitations hereof. The provisions of this Section 6.06 7.06 shall survive termination of the Agreement or the earlier of the resignation or removal of the Indenture TrusteeServicer and termination of this Agreement.