Common use of Indemnification With Respect to the Mortgage Loans Clause in Contracts

Indemnification With Respect to the Mortgage Loans. The Sponsor shall indemnify and hold harmless the Depositor, Trustee and the Custodian from and against any loss, liability or expense arising from the breach by the Sponsor of its representations and warranties in Section 3.01 of this Purchase Agreement which materially and adversely affects the value of any Mortgage Loan or the Depositor’s assignees’ interest in any Mortgage Loan or from the failure by the Sponsor to perform its obligations under this Purchase Agreement in any material respect.