Common use of Indemnification by Custodian Clause in Contracts

Indemnification by Custodian. The Servicer, in its capacity as custodian of the Receivable Files, shall indemnify and hold harmless the Issuer, the Trustees and each of their respective officers, directors, employees and agents from and against any and all Expenses that may be imposed on, incurred or asserted against the Issuer, the Trustees and each of their respective officers, directors, employees and agents as the result of any improper act or omission in any way relating to the maintenance and custody of the Receivable Files by the Servicer, as custodian, including any Expenses incurred by the relevant party in connection with the enforcement of the Servicer’s indemnification or other obligations hereunder; provided, however, that the Servicer shall not be liable for any portion of any such Expenses resulting from the willful misfeasance, bad faith or negligence of either Trustee.

Appears in 15 contracts

Samples: Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2023-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2022-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2022-1)

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Indemnification by Custodian. The Servicer, in its capacity as custodian of the Receivable Files, shall indemnify and hold harmless the Issuer, the Trustees and each of their respective officers, directors, employees and agents from and against any and all Expenses that may be imposed on, incurred or asserted against the Issuer, the Trustees and each of their respective officers, directors, employees and agents as the result of any improper act or omission in any way relating to the maintenance and custody of the Receivable Files by the Servicer, as custodian, including any Expenses incurred by the relevant party in connection with the enforcement of the Servicer’s indemnification or other obligations hereunder; provided, however, that the Servicer shall not be liable for any portion of any such Expenses resulting from the willful misfeasance, bad faith or negligence of either the relevant Trustee.

Appears in 6 contracts

Samples: Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2024-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2024-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2023-2)

Indemnification by Custodian. The Servicer, in its capacity as custodian of the Receivable Files, shall indemnify and hold harmless the Issuer, the Trustees and each of their respective officers, directors, employees and agents from and against any and all Expenses that may be imposed on, incurred or asserted against the Issuer, the Trustees and each of their respective officers, directors, employees and agents as the result of any improper act or omission in any way relating to the maintenance and custody of the Receivable Files by the Servicer, as custodian, including any Expenses incurred by the relevant party in connection with the enforcement of the Servicer’s indemnification or other obligations hereunder; provided, however, that the Servicer shall not be liable for any portion of any such Expenses resulting from the willful misfeasance, bad faith or negligence of either Indenture Trustee.

Appears in 3 contracts

Samples: Sale and Servicing Agreement (Daimler Retail Receivables LLC), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2018-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2018-1)

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Indemnification by Custodian. The Servicer, in its capacity as custodian of the Receivable Files, shall indemnify and hold harmless the Issuer, the Trustees and each of their respective officers, directors, employees and agents from and against any and all Expenses that may be imposed on, incurred or asserted against the Issuer, the Trustees and each of their respective officers, directors, employees and agents as the result of any improper act or omission in any way relating to the maintenance and custody of the Receivable Files by the Servicer, as custodian, including any Expenses incurred by the relevant party in connection with the enforcement of the Servicer’s indemnification or other obligations hereunder; provided, however, that the Servicer shall not be liable for any portion of any such Expenses resulting from the willful misfeasance, bad faith or negligence of either the related Trustee.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Daimler Trucks Retail Receivables LLC), Sale and Servicing Agreement (Daimler Trucks Retail Receivables LLC)

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