Common use of Indemnification by the Custodian Clause in Contracts

Indemnification by the Custodian. The Custodian agrees to indemnify the Seller, the Issuer and each trustee for any and all liabilities, obligations, losses, damage, payments, costs or expenses of any kind whatsoever that may be imposed on, incurred or asserted against the Seller, the Issuer or any such trustee as the result of any act or omission in any way relating to the maintenance and custody by the Custodian of the Receivable Files described herein; provided, however, that the Custodian shall not be liable to the Seller, the Issuer or any such trustee, respectively, for any portion of any such amount resulting from the willful misfeasance, bad faith or negligence of the Seller, the Issuer or any such trustee, respectively.

Indemnification by the Custodian. The Custodian agrees to indemnify the Seller, the Issuer and each trustee Trustee with respect to any Securities for any and all liabilities, obligations, losses, damage, payments, costs or expenses of any kind whatsoever that may be imposed on, incurred or asserted against the Seller, the Issuer or any such trustee Trustee as the result of any act or omission in any way relating to the maintenance and custody by the Custodian of the Receivable Files described herein; provided, however, that the Custodian shall not be liable to the Seller, the Issuer or any such trusteeTrustee, respectively, for any portion of any such amount resulting from the willful misfeasance, bad faith or gross negligence of the Seller, the Issuer or any such trusteeTrustee, respectively.

Indemnification by the Custodian. The Custodian agrees to -------------------------------- indemnify the Seller, the Issuer and each trustee Trustee with respect to any Securities for any and all liabilities, obligations, losses, damage, payments, costs or expenses of any kind whatsoever that may be imposed on, incurred or asserted against the Seller, the Issuer or any such trustee Trustee as the result of any act or omission in any way relating to the maintenance and custody by the Custodian of the Receivable Files described herein; provided, however, that the Custodian shall not be liable to the Seller, the Issuer -------- ------- or any such trusteeTrustee, respectively, for any portion of any such amount resulting from the willful misfeasance, bad faith or gross negligence of the Seller, the Issuer or any such trusteeTrustee, respectively.