Common use of Additional Indemnification by the Seller; Third Party Claims Clause in Contracts

Additional Indemnification by the Seller; Third Party Claims. The Seller shall indemnify the Purchaser and its present and former directors, officers, employees, and agents and any Successor Servicer and its present and former directors, officers, employees, and agents, and hold such parties harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and expenses (including legal fees and expenses incurred in connection with the enforcement of the Seller's Indemnification obligation under Subsection 14.01) and related costs, judgments, and any other costs, fees and expenses that such parties may sustain in any way related to the failure of the Seller to perform its duties and to service the Mortgage Loans in strict compliance with the terms of this Agreement or any Reconstitution Agreement entered into pursuant to Section 13. For purposes of this paragraph "

Appears in 30 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Abs Capital I Inc), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-He2), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-He4)

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Additional Indemnification by the Seller; Third Party Claims. (a) The Seller shall indemnify the Purchaser and its present and former directors, officers, employees, employees and agents and any Successor Servicer and its present and former directors, officers, employees, employees and agents, and hold such parties harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and expenses (including legal fees and expenses incurred in connection with the enforcement of the Seller's Indemnification indemnification obligation under Subsection this Section 14.01) and related costs, judgments, and any other costs, fees and expenses that such parties may sustain in any way related to the failure of the Seller to perform its duties and to service the Mortgage Loans in strict compliance with the terms of this Agreement or any Reconstitution Agreement entered into pursuant to Section 13Article XIII or any breach of any of Seller's representation, warranties and covenants set forth in this Agreement. For purposes of this paragraph "

Appears in 4 contracts

Samples: Assignment and Recognition Agreement (BCAP LLC Trust 2006-Aa2), Pooling and Servicing Agreement (BCAP LLC Trust 2008-Ind1), Pooling and Servicing Agreement (BCAP LLC Trust 2008-Ind2)

Additional Indemnification by the Seller; Third Party Claims. (a) The Seller shall indemnify the Purchaser and its present and former directors, officers, employees, employees and agents and any the Successor Servicer and its present and former directors, officers, employees, employees and agents, and hold such parties harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and expenses (including reasonable legal fees and expenses incurred in connection with the enforcement of the Seller's Indemnification indemnification obligation under this Subsection 14.0115.01) and related costs, judgments, and any other reasonable costs, fees and expenses that such parties may sustain in any way related to the failure of the Seller to perform its duties and to service the Mortgage Loans in strict compliance with the terms of this Agreement or any Reconstitution Agreement entered into pursuant to Section 1313 or any breach of any of Seller's representations, warranties and covenants set forth in this Agreement. For purposes of this paragraph "

Appears in 3 contracts

Samples: Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-9ar), Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-11), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2006-17xs)

Additional Indemnification by the Seller; Third Party Claims. (a) The Seller shall indemnify the Purchaser and, in connection with any Reconstitution, the depositor and the trust, including the servicer and the trustee acting on its present and former directors, officers, employees, and agents and any Successor Servicer and its present and former directors, officers, employees, and agentsbehalf, and hold such parties harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary out-of-pocket legal fees and expenses (including reasonable and necessary legal fees and expenses incurred in connection with the enforcement of the Seller's Indemnification indemnification obligation under Subsection this Section 14.01) and related costs, judgments, and any other costs, fees and expenses that such parties may sustain in any way related to the failure of the Seller to perform its duties and to service the Mortgage Loans in strict compliance with the terms of this Agreement or any Reconstitution Agreement entered into pursuant to Section 13breach of any of Seller's representation, warranties and covenants set forth in this Agreement. For purposes of this paragraph "

Appears in 2 contracts

Samples: Indemnification and Contribution Agreement (Sabr Trust 2005-Fr2), Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2005-He1)

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Additional Indemnification by the Seller; Third Party Claims. (a) The Seller shall indemnify the Purchaser and its present and former directors, officers, employees, employees and agents and any the Successor Servicer and its present and former directors, officers, employees, employees and agents, and hold such parties harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and expenses (including reasonable legal fees and expenses incurred in connection with the enforcement of the Seller's Indemnification indemnification obligation under this Subsection 14.0115.01) and related costs, judgments, and any other reasonable costs, fees and expenses that such parties may sustain in any way related to the failure of the Seller to perform its duties and to service the Mortgage Loans in strict compliance with the terms of this Agreement or any Reconstitution Agreement entered into pursuant to Section 1313 or any breach of any of Seller's representations, warranties and covenants set forth in this Agreement. For purposes of this paragraph "of

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-2ax), Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-6xs)

Additional Indemnification by the Seller; Third Party Claims. (a) The Seller shall indemnify the Purchaser and its present and former directors, officers, employees, employees and agents and any the Successor Servicer and its present and former directors, officers, employees, employees and agents, and hold such parties harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and expenses (including reasonable legal fees and expenses incurred in connection with the enforcement of the Seller's Indemnification ’s indemnification obligation under this Subsection 14.0115.01) and related costs, judgments, and any other reasonable costs, fees and expenses that such parties may sustain in any way related to the failure of the Seller to perform its duties and to service the Mortgage Loans in strict compliance with the terms of this Agreement or any Reconstitution Agreement entered into pursuant to Section 1313 or any breach of any of Seller’s representations, warranties and covenants set forth in this Agreement. For purposes of this paragraph "of

Appears in 2 contracts

Samples: Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax)

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