Common use of Fees and Expenses of Trustee Clause in Contracts

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive the Trustee Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of the Trustee and the Paying Agent. The Trustee, the Fiscal Agent and the Paying Agent shall also be entitled to recover from the Trust all reasonable unanticipated expenses and disbursements incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of the provisions of this Agreement (including the reasonable compensation and the reasonable expenses and disbursements of its counsel and other Persons not regularly in its employ), not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and except any such expense, disbursement or advance as may arise from the negligence or bad faith of such Person or which is the responsibility of the Holders of the Certificates hereunder. The provisions of this Section 7.12 shall survive any termination of this Agreement and the resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive the Trustee Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee. In addition, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of the Trustee and the Paying Agent. The Trusteeits officers, the Fiscal Agent directors, employees and the Paying Agent shall also agents will be entitled to recover from the Distribution Account, and shall be indemnified from the Trust Fund for, Extraordinary Trust Fund Expenses, all reasonable unanticipated expenses out-of-pocket expenses, disbursements and disbursements advances discussed in this Section 8.05, in an amount not to exceed $500,000 per year for the Trustee prior to payments to Certificateholders (any such amounts to be withdrawn from the Distribution Account pursuant to Section 3.11(b) prior to distributions on the Certificates) and any amounts in excess of such $500,000, pursuant to Section 4.01(a)(3)(x), upon any Servicer Event of Default, any breach of this Agreement or the Custodial Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of them in the provisions performance of this their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation and the reasonable compensation, expenses and disbursements of its counsel and other Persons not regularly in its employ), not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and counsel) except (x) any such expense, disbursement or advance as may arise from the its negligence or bad faith intentional misconduct or (y) any expense that does not constitute an “unanticipated expense” within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii). If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such Person expenses from future collections on the Mortgage Loans or which is as otherwise agreed by the responsibility Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the Holders compensation of the Certificates hereundera trustee of an express trust. The provisions of this Section 7.12 Such obligations shall survive any the termination of this Agreement and the removal or resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive paid its fees by the Trustee Securities Administrator from the Securities Administrator Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of agreement between the Trustee and the Paying AgentSecurities Administrator. The TrusteeIn addition, the Fiscal Agent Trustee and the Paying Agent shall also its officers, directors, employees and agents will be entitled to recover from the Distribution Account, and shall be indemnified from the Trust Fund and shall be entitled to withdraw from the Distribution Account pursuant to Section 3.11(b) prior to any distributions to the Certificateholders, for, Extraordinary Trust Fund Expenses, all reasonable unanticipated expenses out-of-pocket expenses, disbursements and disbursements advances upon any Servicer Event of Default, any breach of this Agreement, the Custodial Agreement or any provision of the related Mortgage Loan Purchase Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of them in the provisions performance of this their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation and the reasonable compensation, expenses and disbursements of its counsel and other Persons counsel) in an amount not regularly in its employ)to exceed $500,000 per year, not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and except (x) any such expense, disbursement or advance as may arise from the its negligence or bad faith intentional misconduct or (y) any expense that does not constitute an “unanticipated expense” within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii). If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such Person expenses from future collections on the Mortgage Loans in accordance with Section 4.01(a)(3)(xxxix) or which is as otherwise agreed by the responsibility Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the Holders compensation of the Certificates hereundera trustee of an express trust. The provisions of this Section 7.12 Such obligations shall survive any the termination of this Agreement and the removal or resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive paid its fees by the Trustee Securities Administrator from the Securities Administrator Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of agreement between the Trustee and the Paying AgentSecurities Administrator. The TrusteeIn addition, the Fiscal Agent Trustee and the Paying Agent shall also its officers, directors, employees and agents will be entitled to recover from the Distribution Account, and shall be indemnified from the Trust Fund and shall be entitled to withdraw from the Distribution Account pursuant to Section 3.11(b) prior to any distributions to the Certificateholders, for, Extraordinary Trust Fund Expenses, all reasonable unanticipated expenses out-of-pocket expenses, disbursements and disbursements advances upon any Servicer Event of Default, any breach of this Agreement, the Custodial Agreement or any provision of the related Mortgage Loan Purchase Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of them in the provisions performance of this their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation and the reasonable compensation, expenses and disbursements of its counsel and other Persons counsel) in an amount not regularly in its employ)to exceed $500,000 per year, not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and except (x) any such expense, disbursement or advance as may arise from the its negligence or bad faith intentional misconduct or (y) any expense that does not constitute an “unanticipated expense” within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii). If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such Person expenses from future collections on the Mortgage Loans in accordance with Section 4.01(a)(3)(x) or which is as otherwise agreed by the responsibility Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the Holders compensation of the Certificates hereundera trustee of an express trust. The provisions of this Section 7.12 Such obligations shall survive any the termination of this Agreement and the removal or resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive paid its fees by the Trustee Securities Administrator from the Securities Administrator Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of agreement between the Trustee and the Paying AgentSecurities Administrator. The TrusteeIn addition, the Fiscal Agent Trustee and the Paying Agent shall also its officers, directors, employees and agents will be entitled to recover from the Distribution Account, and shall be indemnified from the Trust Fund and shall be entitled to withdraw from the Distribution Account pursuant to Section 3.11(b) prior to any distributions to the Certificateholders, for, Extraordinary Trust Fund Expenses, all reasonable unanticipated expenses out-of-pocket expenses, disbursements and disbursements advances upon any Servicer Event of Default, any breach of this Agreement, the Custodial Agreement or any provision of the related Mortgage Loan Purchase Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of them in the provisions performance of this their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation and the reasonable compensation, expenses and disbursements of its counsel and other Persons counsel) in an amount not regularly in its employ)to exceed $500,000 per year, not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and except (x) any such expense, disbursement or advance as may arise from the its negligence or bad faith intentional misconduct or (y) any expense that does not constitute an “unanticipated expense” within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii). If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such Person expenses from future collections on the Mortgage Loans in accordance with Section 4.01(a)(3)(xxxvii) or which is as otherwise agreed by the responsibility Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the Holders compensation of the Certificates hereundera trustee of an express trust. The provisions of this Section 7.12 Such obligations shall survive any the termination of this Agreement and the removal or resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive paid its fees by the Trustee Securities Administrator from the Securities Administrator Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of agreement between the Trustee and the Paying AgentSecurities Administrator. The TrusteeIn addition, the Fiscal Agent Trustee and the Paying Agent shall also its officers, directors, employees and agents will be entitled to recover from the Distribution Account, and shall be indemnified from the Trust Fund and shall be entitled to withdraw from the Distribution Account pursuant to Section 3.11(b) prior to any distributions to the Certificateholders, for, Extraordinary Trust Fund Expenses, all reasonable unanticipated expenses out-of-pocket expenses, disbursements and disbursements advances upon any Servicer Event of Default, any breach of this Agreement, the Custodial Agreement or any provision of the related Mortgage Loan Purchase Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of them in the provisions performance of this their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation and the reasonable compensation, expenses and disbursements of its counsel and other Persons counsel) in an amount not regularly in its employ)to exceed $500,000 per year, not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and except (x) any such expense, disbursement or advance as may arise from the its negligence or bad faith intentional misconduct or (y) any expense that does not constitute an “unanticipated expense” within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii). If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such Person expenses from future collections on the Mortgage Loans in accordance with Section 4.01(a)(3)(xl) or which is as otherwise agreed by the responsibility Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the Holders compensation of the Certificates hereundera trustee of an express trust. The provisions of this Section 7.12 Such obligations shall survive any the termination of this Agreement and the removal or resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive paid its fees by the Trustee Securities Administrator from the Securities Administrator Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of agreement between the Trustee and the Paying AgentSecurities Administrator. The TrusteeIn addition, the Fiscal Agent Trustee and the Paying Agent shall also its officers, directors, employees and agents will be entitled to recover from the Distribution Account, and shall be indemnified from the Trust Fund and shall be entitled to withdraw from the Distribution Account pursuant to Section 3.11(b) prior to any distributions to the Certificateholders, for, Extraordinary Trust Fund Expenses, all reasonable unanticipated expenses out-of-pocket expenses, disbursements and disbursements advances upon any Event of Default, any breach of this Agreement, the Custodial Agreement or any provision of the related Mortgage Loan Purchase Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of them in the provisions performance of this their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation and the reasonable compensation, expenses and disbursements of its counsel and other Persons counsel) in an amount not regularly in its employ)to exceed $500,000 per year, not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and except (x) any such expense, disbursement or advance as may arise from the its negligence or bad faith intentional misconduct or (y) any expense that does not constitute an “unanticipated expense” within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii). If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such Person expenses from future collections on the Mortgage Loans in accordance with Section 4.01(a)(3)(xxxvii) or which is as otherwise agreed by the responsibility Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the Holders compensation of the Certificates hereundera trustee of an express trust. The provisions of this Section 7.12 Such obligations shall survive any the termination of this Agreement and the removal or resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENTthe Fiscal Agent and the Paying Agent. The Trustee shall be entitled to receive the Trustee Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of the Trustee and the Paying Agent. The Trustee, the Fiscal Agent and the Paying Agent shall also be entitled to recover from the Trust all reasonable unanticipated expenses and disbursements incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of the provisions of this Agreement (including the reasonable compensation and the reasonable expenses and disbursements of its counsel and other Persons not regularly in its employ), not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and except any such expense, disbursement or advance as may arise from the negligence or bad faith of such Person or which is the responsibility of the Holders of the Certificates hereunder. The provisions of this Section 7.12 shall survive any termination of this Agreement and the resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive paid its fees by the Trustee Securities Administrator from the Securities Administrator Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of agreement between the Trustee and the Paying AgentSecurities Administrator. The TrusteeIn addition, the Fiscal Agent Trustee and the Paying Agent shall also its officers, directors, employees and agents will be entitled to recover from the Distribution Account, and shall be indemnified from the Trust Fund and shall be entitled to withdraw from the Distribution Account pursuant to Section 3.11(b) prior to any distributions to the Certificateholders, for, Extraordinary Trust Fund Expenses, all reasonable unanticipated expenses out-of-pocket expenses, disbursements and disbursements advances upon any Servicer Event of Default, any breach of this Agreement, the Custodial Agreement or any provision of the related Mortgage Loan Purchase Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of them in the provisions performance of this their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation and the reasonable compensation, expenses and disbursements of its counsel and other Persons counsel) in an amount not regularly in its employ)to exceed $500,000 per year, not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and except (x) any such expense, disbursement or advance as may arise from the its negligence or bad faith intentional misconduct or (y) any expense that does not constitute an “unanticipated expense” within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii). If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such Person expenses from future collections on the Mortgage Loans in accordance with Section 4.01(a)(3)(xxxiv) or which is as otherwise agreed by the responsibility Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the Holders compensation of the Certificates hereundera trustee of an express trust. The provisions of this Section 7.12 Such obligations shall survive any the termination of this Agreement and the removal or resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive the Trustee Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee. In addition, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of the Trustee and the Paying Agent. The Trusteeits officers, the Fiscal Agent directors, employees and the Paying Agent shall also agents will be entitled to recover from the Distribution Account, and shall be indemnified from the Trust Fund for, Extraordinary Trust Fund Expenses, all reasonable unanticipated expenses out-of-pocket expenses, disbursements and disbursements advances discussed in this Section 8.05, in an amount not to exceed $500,000 per year for the Trustee prior to payments to Certificateholders (any such amounts to be withdrawn from the Distribution Account pursuant to Section 3.11(b) prior to distributions on the Certificates) and any amounts in excess of such $500,000, pursuant to Section 4.01(a)(3)(x) and Section 4.01(b)(3)(x), upon any Servicer Event of Default, any breach of this Agreement or the Custodial Agreement or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of them in the provisions performance of this their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation and the reasonable compensation, expenses and disbursements of its counsel and other Persons not regularly in its employ), not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and counsel) except (x) any such expense, disbursement or advance as may arise from the its negligence or bad faith intentional misconduct or (y) any expense that does not constitute an “unanticipated expense” within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii). If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such Person expenses from future collections on the Mortgage Loans or which is as otherwise agreed by the responsibility Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the Holders compensation of the Certificates hereundera trustee of an express trust. The provisions of this Section 7.12 Such obligations shall survive any the termination of this Agreement and the removal or resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Monthly, the Trustee shall be entitled to receive receive, and the Master Servicer shall be obligated to pay out of its Master Servicing Fees, the Trustee Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of the Trustee. On or before the Master Servicer Remittance Date in each month (commencing in January 1998), in satisfaction of such obligation of the Master Servicer, the Master Servicer shall, pursuant to Section 5.2(a), remit to the Trustee for deposit in the Distribution Account that portion of its Master Servicing Fees then on deposit in the Collection Account that are allocable to cover the Trustee Fees, and the Paying AgentTrustee shall be entitled to withdraw such portion of the Master Servicing Fees from the Distribution Account to pay itself its unpaid Trustee Fees. The Trustee, the Fiscal Agent and the Paying Agent Trustee shall also be entitled to recover from the Trust all reasonable unanticipated expenses and disbursements incurred or made by the Trustee, the Fiscal Agent and the Paying Agent Trustee in accordance with any of the provisions of this Agreement (including the reasonable compensation and the reasonable expenses and disbursements of its outside counsel and other Persons not regularly in its employ), not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively Trustee hereunder, and except any such expense, disbursement or advance as may arise from the its negligence or bad faith of such Person or which is the responsibility of the Holders of the Certificates hereunder. The provisions of this Section 7.12 shall survive any termination of this Agreement and the resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.

Fees and Expenses of Trustee. THE FISCAL AGENT AND THE PAYING AGENT. The Trustee shall be entitled to receive paid by the Trustee Securities Administrator from the Securities Administrator Fee (other than the portion thereof constituting the Paying Agent Fee) and the Paying Agent shall be entitled to receive the Paying Agent Fee, pursuant to Section 5.3(b)(ii) (which shall not be limited by any provision of law with respect to the compensation of a trustee of an express trust), for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties respectively, hereunder of agreement between the Trustee and the Paying AgentSecurities Administrator. The TrusteeIn addition, the Fiscal Agent Trustee and the Paying Agent shall also its officers, directors, employees and agents will be entitled to recover from the Distribution Account, and shall be indemnified from the Trust Fund for, all reasonable unanticipated expenses out-of-pocket expenses, disbursements and disbursements advances upon any Servicer Event of Termination, any breach of this Agreement, the Custodial Agreement or any provision of the related Mortgage Loan Sale and Servicing Agreements or any loss, liability, expense, claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee, the Fiscal Agent and the Paying Agent in accordance with any of them in the provisions performance of this their duties or the administration of the trusts hereunder or under the Custodial Agreement (including the reasonable compensation and the reasonable compensation, expenses and disbursements of its counsel counsel) in an amount not to exceed $500,000 per year (and other Persons not regularly in its employthe Trustee shall instruct the Securities Administrator to withdraw any such amounts from the Distribution Account pursuant to Section 3.09, prior to distributions on the Certificates), not including expenses incurred in the ordinary course of performing its duties as Trustee, Fiscal Agent or Paying Agent, respectively hereunder, and except (x) any such expense, disbursement or advance as may arise from the its negligence or bad faith intentional misconduct or (y) any expense that does not constitute an “unanticipated expense” within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii). If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such Person expenses from future collections on the Mortgage Loans or which is as otherwise agreed by the responsibility Certificateholders. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the Holders compensation of the Certificates hereundera trustee of an express trust. The provisions of this Section 7.12 Such obligations shall survive any the termination of this Agreement and the removal or resignation or removal of the Trustee, the Fiscal Agent or the Paying Agent.