Common use of Fees and Expenses; Indemnification Clause in Contracts

Fees and Expenses; Indemnification. (a) The Master Servicer covenants and agrees to pay to the Grantor Trustee, the Owner Trustee and the Indenture Trustee and any co-trustee of the Grantor Trustee, the Owner Trustee or the Indenture Trustee from time to time, and the Grantor Trustee, the Owner Trustee, the Indenture Trustee and any such co-trustee shall be entitled to, reasonable compensation (which shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) for all services rendered by each of them in the execution of the trusts created under the Grantor Trust Agreement, the Owner Trust Agreement and the Indenture and in the exercise and performance of any of the powers and duties under the Grantor Trust Agreement, the Owner Trust Agreement or the Indenture, as the case may be, of the Grantor Trustee, the Owner Trustee, the Indenture Trustee and any co-trustee, and the Master Servicer will pay or reimburse the Grantor Trustee, the Owner Trustee, the Indenture Trustee and any co-trustee upon request for all reasonable expenses, disbursements and advances incurred or made by the Grantor Trustee, the Owner Trustee, the Indenture Trustee or any co-trustee in accordance with any of the provisions of this Servicing Agreement except any such expense, disbursement or advance as may arise from its negligence, wilful misfeasance or bad faith.

Fees and Expenses; Indemnification. (a) The Master Servicer covenants and ---------------------------------------- agrees to pay to the Grantor Owner Trustee, the Owner Trustee and the Indenture Trustee and any co-trustee of the Grantor Trustee, the Owner Trustee or the Indenture Trustee from time to time, and the Grantor Trustee, the Owner Trustee, the Indenture Trustee and any such co-trustee shall be entitled to, reasonable compensation (which shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) for all services rendered by each of them in the execution of the trusts created under the Grantor Trust Agreement, the Owner Trust Agreement and the Indenture or any other Basic Document and in the exercise and performance of any of the powers and duties under the Grantor Trust Agreement, the Owner Trust Agreement or the Indenture, as the case may be, of the Grantor Trustee, the Owner Trustee, the Indenture Trustee and any co-trusteetrustee of the Indenture Trustee, and the Master Servicer will pay or reimburse the Grantor Trustee, the Owner Trustee, (i) the Indenture Trustee and any co-trustee upon request for all reasonable expenses, disbursements and advances incurred or made by the Grantor Trustee, the Owner Trustee, the Indenture Trustee or any co-trustee of the Indenture Trustee in accordance with any of the provisions of this Servicing Agreement or any other Basic Document except any such expense, disbursement or advance as may arise from its negligence or bad faith and (ii) the Owner Trustee upon request for all reasonable expenses, disbursements and advances incurred or made by the Owner Trustee in accordance with any of the provisions of this Servicing Agreement except any such expense, disbursement or advance as may arise from its negligencewillful misconduct, wilful misfeasance gross negligence or bad faithfaith or grossly negligent failure to act.