Indemnification of Servicers and Master Servicer Clause Samples

The Indemnification of Servicers and Master Servicer clause requires that certain parties, typically the trust or other transaction participants, protect the servicers and master servicer from losses, liabilities, or expenses arising from their performance of duties under the agreement, provided they act in good faith and without negligence or misconduct. In practice, this means that if the servicer is sued or incurs costs due to actions taken while servicing the assets, and those actions were within the scope of their responsibilities and not the result of their own wrongdoing, they will be reimbursed or defended by the indemnifying party. This clause is essential for encouraging servicers to perform their obligations without fear of personal financial loss, thereby allocating risk and ensuring the smooth operation of the servicing arrangement.
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Indemnification of Servicers and Master Servicer. Each Servicer, other than WMMSC, agrees to indemnify and hold the Master Servicer harmless from and against any and all losses, claims, expenses, costs, or liabilities (including attorneys fees and court costs) incurred by the Master Servicer as a result of or in connection with the failure by such Servicer to perform the obligations or responsibilities imposed upon or undertaken by such Servicer under this Agreement. The Master Servicer agrees to indemnify and hold each Servicer, other than WMMSC, harmless from and against any and all losses, claims, expenses, costs, or liabilities (including attorneys fees and court costs) incurred by such Servicer as a result of or in connection with the failure by the Master Servicer to perform the obligations or responsibilities imposed upon or undertaken by the Master Servicer under this Agreement.
Indemnification of Servicers and Master Servicer. Each Servicer agrees to indemnify and hold the Master Servicer harmless from and against any and all losses, claims, expenses, costs, or liabilities (including attorneys fees and court costs) incurred by the Master Servicer as a result of or in connection with the failure by such Servicer to perform the obligations or responsibilities imposed upon or undertaken by such Servicer under this Agreement. The Master Servicer agrees to indemnify and hold each Servicer harmless from and against any and all losses, claims, expenses, costs, or liabilities (including attorneys fees and court costs) incurred by such Servicer as a result of or in connection with the failure by the Master Servicer to perform the obligations or responsibilities imposed upon or undertaken by the Master Servicer under this Agreement.
Indemnification of Servicers and Master Servicer. Each Servicer, other than WMMSC, agrees to indemnify and hold the Master Servicer harmless from and against any and all losses, claims, expenses, costs, or liabilities (including attorneys fees and court costs) incurred by the Master Servicer as a result of or in connection with the failure by such Servicer to perform the obligations or responsibilities imposed upon or undertaken by such Servicer under this Agreement. The Master Servicer agrees to indemnify and hold each Servicer, other than WMMSC, harmless from and against any and all losses, claims, expenses, costs, or liabilities (including attorneys fees and court costs) incurred by such Servicer as a result of or in connection with the failure by the Master Servicer to perform the obligations or responsibilities imposed upon or undertaken by the Master Servicer under this Agreement. WMMSC agrees to indemnify and hold the Trust Administrator harmless from and against any and all losses, claims, expenses, costs or liabilities (including attorneys fees and court costs) incurred by the Trust Administrator as a result of or in connection with the failure by WMMSC to perform the obligations or responsibilities imposed upon or undertaken by WMMSC under this Agreement. The Trust Administrator agrees to indemnify and hold WMMSC harmless from and against any and all losses, claims, expenses, costs or liabilities (including attorneys fees and court costs) incurred by WMMSC as a result of or in connection with the failure by the Trust Administrator to perform the obligations or responsibilities imposed upon or undertaken by the Trust Administrator under this Agreement.
Indemnification of Servicers and Master Servicer. Each Servicer, other than WMMSC and Washington Mutual, agrees to indemnify and hold the Master Servicer harmless from and against any and all losses, claims, expenses, costs, or liabilities (including attorneys fees and court costs) incurred by the Master Servicer as a result of or in connection with the failure by such Servicer to perform the obligations or responsibilities imposed upon or undertaken by such Servicer under this Agreement. The Master Servicer agrees to indemnify and hold each Servicer, other than WMMSC and Washington Mutual, harmless from and against any and all losses, claims, expenses, costs, or liabilities (including attorneys fees and court costs) incurred by such Servicer as a result of or in connection with the failure by the Master Servicer to perform the obligations or responsibilities imposed upon or undertaken by the Master Servicer under this Agreement.