Fees and Expenses of the Securities Administrator. The Securities Administrator shall be entitled to the Securities Administrator Fee paid by the Master Servicer pursuant to a separate agreement. In addition, the Securities Administrator and its officers, directors, employees and agents will be entitled to recover from the Certificate Account, and shall be indemnified from the Trust Fund for, all reasonable out-of-pocket expenses, disbursements and advances upon any Event of Default, any breach of this Agreement, the Custodial Agreement or the Interim Servicing Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by any of them in the performance of their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation, expenses and disbursements of its counsel) except any such expense, loss, liability, disbursement or advance (i) as may arise from its negligence or intentional misconduct or (ii) that does not constitute an "unanticipated expense" within the meaning of Treasury Regulations Section 1.860G-1(b)(3)(ii). If funds in the Certificate Account are insufficient therefor, the Securities Administrator shall recover such expenses from future collections on the Mortgage Loans or as otherwise agreed by the Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the compensation of a Securities Administrator of an express trust. Such obligations shall survive the termination of this Agreement and the removal or resignation of the Securities Administrator.
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Samples: Pooling and Servicing Agreement (Merrill Lynch Mort Inv Inc Asst Back Certs Ser TMTS 2004 3he)
Fees and Expenses of the Securities Administrator. The Securities Administrator shall be entitled to the Securities Administrator Fee paid by the Master Servicer pursuant to a separate agreementFee. In addition, the Securities Administrator and its officers, directors, employees and agents will be entitled to recover from the Certificate Account, Collection Account and Master Servicer Collection Account, and shall be indemnified from the Trust Fund for, all reasonable out-of-pocket expenses, disbursements and advances advances, upon any Event of Default, any breach of this Agreement, the Custodial Agreement or the Interim Servicing Custodial Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by any of them in the performance of their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation, expenses and disbursements of its counsel) except any such expense, loss, liability, disbursement or advance (i) as may arise from its negligence or intentional misconduct or (ii) that does not constitute an "unanticipated expense" within the meaning of Treasury Regulations Section 1.860G-1(b)(3)(ii). If funds in the Certificate Account are insufficient therefor, the Securities Administrator shall recover such expenses from future collections on the Mortgage Loans or as otherwise agreed by the Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the compensation of a Securities Administrator of an express trust. Such obligations shall survive the termination of this Agreement and the removal or resignation of the Securities Administrator.
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Samples: Pooling and Servicing Agreement (Terwin Mortgage Trust, Series TMTS 2004-22sl)
Fees and Expenses of the Securities Administrator. The Securities Administrator shall be entitled to the Securities Administrator Fee paid by the Master Servicer pursuant to a separate agreementFee. In addition, the Securities Administrator and its officers, directors, employees and agents will be entitled to recover from the Certificate Account, Collection Account and Servicing Administrator Collection Account, and shall be indemnified from the Trust Fund for, all reasonable out-of-pocket expenses, disbursements and advances advances, upon any Event of Default, any breach of this Agreement, the Custodial Agreement or the Interim Servicing Custodial Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by any of them in the performance of their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation, expenses and disbursements of its counsel) except any such expense, loss, liability, disbursement or advance (i) as may arise from its negligence or intentional misconduct or (ii) that does not constitute an "“unanticipated expense" ” within the meaning of Treasury Regulations Section 1.860G-1(b)(3)(ii). If funds in the Certificate Account are insufficient therefor, the Securities Administrator shall recover such expenses from future collections on the Mortgage Loans or as otherwise agreed by the Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the compensation of a Securities Administrator of an express trust. Such obligations shall survive the termination of this Agreement and the removal or resignation of the Securities Administrator.
Appears in 1 contract
Fees and Expenses of the Securities Administrator. The Securities Administrator shall be entitled to the Securities Administrator Fee paid by the Master Servicer pursuant to a separate agreement. In addition, the Securities Administrator and its officers, directors, employees and agents will be entitled to recover from the Certificate Account, and shall be indemnified from the Trust Fund for, all reasonable out-of-pocket expenses, disbursements and advances upon any Event of Default, any breach of this Agreement, the Custodial Agreement or the Interim Servicing Custodial Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by any of them in the performance of their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation, expenses and disbursements of its counsel) except any such expense, loss, liability, disbursement or advance (i) as may arise from its negligence or intentional misconduct or (ii) that does not constitute an "unanticipated expense" within the meaning of Treasury Regulations Section 1.860G-1(b)(3)(ii). If funds in the Certificate Account are insufficient therefor, the Securities Administrator shall recover such expenses from future collections on the Mortgage Loans or as otherwise agreed by the Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the compensation of a Securities Administrator of an express trust. Such obligations shall survive the termination of this Agreement and the removal or resignation of the Securities Administrator.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrill Lynch Mort Inv Inc Asst Back Certs Ser TMTS 2004 5he)