Common use of Exculpatory Provisions; Indemnification of Bank Clause in Contracts

Exculpatory Provisions; Indemnification of Bank. The Trustee hereby agrees, on behalf of the Trust, that the Bank is released from any and all liabilities to the Trust arising from the terms of this Agreement and the compliance of the Bank with the terms hereof, except to the extent that such liabilities arise from the Bank’s willful misconduct, negligence or bad faith. The Trust and its successors and assigns shall at all times indemnify and save harmless the Bank from and against any and all claims, actions and suits of others arising out of the terms of this Agreement or the compliance of the Bank with the terms hereof, and from and against any and all liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character arising by reason of the same, except to the extent that such arises from the Bank’s willful misconduct, negligence or bad faith. This Section 9 shall survive the termination of this Agreement.

Appears in 5 contracts

Samples: Deposit Account Control Agreement, Deposit Account Control Agreement (HSBC Home Equity Loan Trust (USA) 2007-3), Deposit Account Control Agreement (HSBC Home Equity Loan Trust (USA) 2007-1)

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Exculpatory Provisions; Indemnification of Bank. The Issuer and the Indenture Trustee hereby agrees, on behalf of the Trust, agree that the Bank is released from any and all liabilities to the Trust Issuer and the Indenture Trustee arising from the terms of this Agreement and the compliance of the Bank with the terms hereof, except to the extent that such liabilities arise from the Bank’s willful misconduct, negligence or bad faith. The Trust Issuer and its successors and assigns shall at all times indemnify and save harmless the Bank from and against any and all claims, actions and suits of others arising out of the terms of this Agreement or the compliance of the Bank with the terms hereof, and from and against any and all liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character arising by reason of the same, except to the extent that such arises from the Bank’s willful misconduct, negligence or bad faith. This Section 9 shall survive the termination of this Agreement.

Appears in 3 contracts

Samples: Deposit Account Control Agreement (HSBC Automotive Trust (USA) 2006-1), Deposit Account Control Agreement (HSBC Auto Receivables Corp), Deposit Account Control Agreement (HSBC Automotive Trust (USA) 2006-3)

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Exculpatory Provisions; Indemnification of Bank. The Issuer and the Indenture Trustee hereby agrees, on behalf of the Trust, agree that the Bank is released from any and all liabilities to the Trust Issuer and the Indenture Trustee arising from the terms of this Agreement and the compliance of the Bank with the terms hereof, except to the extent that such liabilities arise from the Bank’s 's willful misconduct, negligence or bad faith. The Trust Issuer and its successors and assigns shall at all times indemnify and save harmless the Bank from and against any and all claims, actions and suits of others arising out of the terms of this Agreement or the compliance of the Bank with the terms hereof, and from and against any and all liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character arising by reason of the same, except to the extent that such arises from the Bank’s 's willful misconduct, negligence or bad faith. This Section 9 shall survive the termination of this Agreement.

Appears in 1 contract

Samples: Deposit Account Control Agreement (HSBC Automotive Trust (USA) 2007-1)

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