Common use of Indemnification; Remedies Clause in Contracts

Indemnification; Remedies. (a) The Counterparty shall indemnify CHL and the related Depositor, each person responsible for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act; each broker dealer acting as underwriter, each person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

Appears in 20 contracts

Samples: Master Agreement (CWABS Asset-Backed Certificates Trust 2007-6), Master Agreement (CWABS Asset-Backed Certificates Trust 2007-12), Item 1115 Agreement (GSC Capital Corp. Mortgage Trust 2006-1)

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Indemnification; Remedies. (a) The Counterparty Custodian shall indemnify CHL and the related Depositor, each person responsible for execution affiliate of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act; Depositor, the Master Servicer, the Trustee and each broker dealer acting as underwriter, placement agent or initial purchaser of the Certificates or each person Person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees and agents of each of the foregoingforegoing (each, an “Indemnified Party”), and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

Appears in 4 contracts

Samples: Custodial Agreement (Bear Stearns ARM Trust 2007-5), Pooling and Servicing Agreement (Bear Stearns ARM Trust 2007-3), Pooling and Servicing Agreement (Prime Mortgage Trust 2007-3)

Indemnification; Remedies. (a) The Counterparty shall indemnify CHL and the related Depositor, each person responsible for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act; each broker dealer acting as underwriter, each person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees and agents of each of the foregoingforegoing (each, a "Countrywide Indemnified Party"), and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (CHL Mortgage Pass-Through Trust 2006-20), Master Item 1115 Agreement (Alternative Loan Trust 2007-Oa6), CHL Mortgage Pass-Through Trust 2006-19

Indemnification; Remedies. (a) The Each of the Counterparty and any Counterparty Guarantor shall indemnify CHL IndyMac Bank and the related Depositor, each person responsible for the execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act; each broker dealer acting as underwriter, each person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

Appears in 3 contracts

Samples: 115 Agreement (Residential Asset Securitization Trust 2006-A15), Item 1115 Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar14), Item 1115 Agreement (IndyMac INDX Mortgage Loan Trust 2006-Ar8)

Indemnification; Remedies. (a) The Counterparty shall indemnify CHL and the related Depositor, each person responsible for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act; each broker dealer acting as underwriter, each person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange ActXxxxxxxx Xxx); and the respective present and xxx xxx xxxxxxxxxx xxxxxxx xxx former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

Appears in 3 contracts

Samples: Item 1115 Agreement (CHL Mortgage Pass-Through Trust 2006-13), Item 1115 Agreement (Alternative Loan Trust 2006-7cb), Item 1115 Agreement (Alternative Loan Trust 2006-41cb)

Indemnification; Remedies. (a) The Counterparty shall indemnify CHL IndyMac Bank and the related Depositor, each person responsible for the execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act; each broker dealer acting as underwriter, each person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

Appears in 2 contracts

Samples: Item 1115 Agreement (IndyMac INDX Mortgage Loan Trust 2007-Flx4), Item 1115 Agreement (Residential Asset Securitization Trust 2006-A1)

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Indemnification; Remedies. (a) The Counterparty shall indemnify CHL and the related Depositor, each person responsible for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act; each broker dealer acting as underwriter, each person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Actxx xxx Xxxxxxxx Xxx); and the respective present and xxx xxx xxxxxxxxxx xxxxxxx xxx former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

Appears in 1 contract

Samples: 1115 Agreement (Alternative Loan Trust 2006-0c5)

Indemnification; Remedies. (a) The Counterparty shall indemnify CHL and the related Depositor, each person responsible for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act; each broker dealer acting as underwriter, each person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange ActXxxxxxx 00 xx xxx Xxxxxxxx Xxx); and the respective present and former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

Appears in 1 contract

Samples: Item 1115 Agreement (CHL Mortgage Pass-Through Trust 2006-18)

Indemnification; Remedies. (a) The Counterparty shall indemnify CHL and the related Depositor, each person responsible for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act; each broker dealer acting as underwriter, each person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees and agents of each of the foregoingforegoing (each, a “Countrywide Indemnified Party”), and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

Appears in 1 contract

Samples: Master Agreement (CHL Mortgage Pass-Through Trust 2007-4)

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