Indemnities of Servicer. The Servicer shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Servicer under this Agreement:
Indemnities of Servicer. (a) The Servicer shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Servicer under this Agreement. In this regard, the Servicer shall indemnify, defend and hold harmless the Issuer, the Trustees, the Securityholders and the Seller and any of the officers, directors, employees and agents of the Issuer, the Owner Trustee, the Delaware Trustee and the Indenture Trustee (each, an “Indemnified Party”) from and against any and all costs, expenses, losses, damages, claims and liabilities (including any reasonable legal fees and expenses incurred by an Indemnified Party in connection with the enforcement of any indemnification or other obligation of the Servicer) (i) arising out of or resulting from the use, ownership or operation by the Servicer or any Affiliate thereof of a Financed Vehicle, and (ii) to the extent that such cost, expense, loss, claim, damage or liability arose out of or was imposed upon any such Person through the negligence, willful misfeasance or bad faith of the Servicer in the performance of its duties under this Agreement or by reason of reckless disregard of its obligations and duties under this Agreement. For purposes of this Section, in the event of the termination of the rights and obligations of AHFC (or any successor thereto pursuant to Section 6.03) as Servicer pursuant to Section 7.01, or a resignation by such Servicer pursuant to this Agreement, such Servicer shall be deemed to be the Servicer pending appointment of a Successor Servicer (other than the Indenture Trustee) pursuant to Section 7.02. For the avoidance of doubt, AHFC shall not be liable for any claims described in the first sentence of this Section which relate to a date or period on or after the date on which AHFC is terminated or removed as the Servicer or which are cause by a successor servicer.
Indemnities of Servicer. 37 Section 7.03 Merger or Consolidation of, or Assumption of Obligations of, Servicer......................38 Section 7.04 Limitation on Liability of Servicer and Others.............................................38 Section 7.05 DCS Not To Resign as Servicer..............................................................39 ARTICLE VIII Default
Indemnities of Servicer. 37 Section 7.03 Merger or Consolidation of, or Assumption of Obligations of, Servicer..................................................................38 Section 7.04 Limitation on Liability of Servicer and Others............................38 Section 7.05 DCFS Not To Resign as Servicer............................................39 ARTICLE VIII Default
Indemnities of Servicer. The Servicer and the Issuer will be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Servicer and the Issuer, respectively, under this Agreement, and hereby agrees to the following:
Indemnities of Servicer. 51 Section 7.3 Merger or Consolidation of or Assumption of the Obligations of Servicer............................... 52 Section 7.4 Limitation on Liability of Servicer and Others........ 52 Section 7.5 VW Credit, Inc........................................ 53 Section 7.6 Servicer May Own Certificates......................... 53 Section 7.7 Existence............................................. 53
Indemnities of Servicer. Section 4.3 Merger or Consolidation of, or Assumption of the Obligations of, Servicer
Indemnities of Servicer. (a) The Servicer shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Servicer. Such obligations shall include the indemnification by the Servicer of the Issuer, the Trustees, any Backup Servicer and their respective officers, directors, employees and agents from and against:
Indemnities of Servicer. 47 Section 6.03. Merger, Consolidation or Assumption of the Obligations of Servicer 48 Section 6.04. Limitation on Liability of Servicer and Others 48 Section 6.05. AHFC Not to Resign as Servicer 49 ARTICLE SEVEN SERVICER DEFAULTS 49 Section 7.01. Servicer Defaults 49 Section 7.02. Appointment of Successor Servicer. 50 Section 7.03. Notification of Servicer Termination 51 Section 7.04. Waiver of Past Defaults 51 Section 7.05. Repayment of Advances 51 ARTICLE EIGHT TERMINATION 52 Section 8.01. Optional Purchase of All Receivables. 52 ARTICLE NINE MISCELLANEOUS 53 Section 9.01. Amendment. 53 Section 9.02. Protection of Title to Trust. 54 Section 9.03. Notices 56 Section 9.04. Assignment. 56 Section 9.05. Limitations on Rights of Others 57 Section 9.06. Severability 57 Section 9.07. Separate Counterparts 57 Section 9.08. Headings 57 Section 9.09. Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 57 Page
Indemnities of Servicer. (a) The Servicer and the Backup Servicer shall each be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Servicer and the Backup Servicer, respectively, and the representations made by the Servicer and the Backup Servicer under this Agreement and, in the case of the Servicer, the other Basic Documents.
