Document Custodian Compensation Clause Samples

Document Custodian Compensation. As compensation for its document custodian activities hereunder, the Document Custodian shall be entitled to the Collateral Custodian Fee from the Borrower as set forth in the Collateral Custodian Fee Letter and under the Transaction Documents, payable pursuant to the extent of funds available therefor pursuant to the provisions of Sections 2.7(a), 2.7(b) and 2.8, as applicable. The Document Custodian’s entitlement to receive fees (other than any previously accrued and unpaid fees) shall cease on the earlier to occur of: (a) its removal as Document Custodian and the appointment and acceptance by the successor Document Custodian pursuant to Section 14.5, (b) its resignation as Collateral Custodian pursuant to Section 14.7 of this Agreement or (c) the termination of this Agreement.

Document Custodian Compensation. As compensation for its Document Custodian activities hereunder, the Document Custodian shall be entitled to its fees and expenses from the Borrower as set forth in the Collateral Agent and Document Custodian Fee Letter and any other accrued and unpaid fees, expenses (including reasonable fees, costs and expenses of attorneys, agents and experts) and indemnity amounts payable by the Borrower or the Servicer, or both but without duplication, to the Document Custodian (including Indemnified Amounts under Article XVI) under the Transaction Documents (collectively, the “Document Custodian Fees and Expenses”). The Borrower agrees to reimburse the Document Custodian in accordance with the provisions of Section 8.3 and Section 17.5 for all reasonable expenses, disbursements and advances incurred or made by the Document Custodian in accordance with any provision of this Agreement or the other Transaction Documents or in the enforcement of any provision hereof or in the other Transaction Documents. The Document Custodian’s entitlement to receive fees (other than any previously accrued and unpaid fees) shall cease on the earlier to occur of (i) its removal as Document Custodian pursuant to Section 18.11 or (ii) the termination of this Agreement.

Document Custodian Compensation. As compensation for its Document Custodian activities hereunder, the Document Custodian shall be entitled to a Document Custodian Fee pursuant to the provision of Sections 2.7 and 2.8, as applicable. The Document Custodian’s entitlement to receive the Document Custodian Fee shall cease on the earlier to occur of: (i) its removal as Document Custodian pursuant to Section 13.5, (ii) its resignation as Document Custodian pursuant to Section 13.6 or (ii) the termination of this Agreement.

Document Custodian Compensation. As compensation for its Document Custodian activities hereunder, the Document Custodian shall be entitled to fees pursuant to the Collateral Agent and Collateral Administrator Fee Letter. The Document Custodian’s entitlement to receive the fees under the Collateral Agent and Collateral Administrator Fee Letter shall cease on the earlier to occur of: (i) its removal as Document Custodian pursuant to Section 13.05 or (ii) the termination of this Agreement. Upon termination of this Agreement or earlier resignation or removal of the Document Custodian, the Borrower shall pay to the Document Custodian such compensation, and shall likewise reimburse the Document Custodian for its costs, expenses and disbursements, as may be due as of the date of such termination, resignation or removal, as the case may be. All indemnifications in favor of the Document Custodian under this Agreement shall survive the termination of this Agreement, or any resignation or removal of the Document Custodian. The Borrower agrees to pay or reimburse to the Document Custodian upon its request from time to time all costs, disbursements, advances, and expenses (including reasonable fees and expenses of legal counsel) incurred, in connection with the preparation or execution of this Agreement, or in connection with the transactions contemplated hereby or performance by the Document Custodian of its duties and services under this Agreement (including costs and expenses of any action deemed necessary by the Document Custodian to collect any amounts owing to it under this Agreement) in accordance with the Priority of Payments.

Document Custodian Compensation. As compensation for its custodial activities hereunder, the Document Custodian shall be entitled to compensation from the Borrower as set forth in the Document Custodian Fee

Document Custodian Compensation. The Document Custodian shall be entitled to the amounts set forth in the Collateral Agent Fee Letter and under the Loan Documents as compensation for its custodial activities hereunder. The Borrower agrees to reimburse the Document Custodian in accordance with the provisions of Section 12.3 for all reasonable and documented expenses incurred by the Document Custodian in accordance with any provision of this Agreement or the other Loan Documents. The Document Custodian’s entitlement to receive the fees set forth in the Collateral Agent Fee Letter shall cease on the earlier to occur of: (a) its removal as Securities Intermediary pursuant to Section 7.8 of this Agreement, (b) its resignation as Securities Intermediary pursuant to Section 7.8 of this Agreement or (c) the termination of this Agreement; provided that, for the avoidance of doubt, the Document Custodian shall remain entitled to receive, as and when such amounts are payable under the terms of this Agreement, any unpaid fees prior to the release of all Custodial Documents from the custody of the Document Custodian. Such fees and expenses due to the Document Custodian shall be paid by the Borrower subject to and in accordance with the Priority of Payments.

Document Custodian Compensation. 179 Section 13.5. Resignation of the Document Custodian. ........................................ 179 Section 13.6. Removal of the Document Custodian. ............................................. 180 Section 13.7.