Common use of Indemnification of Trustee Clause in Contracts

Indemnification of Trustee. The Trustee and its directors, shareholders, officers, employees, agents and affiliates shall be indemnified and held harmless by the Depositor with respect to any loss, liability, claim, damage or expense incurred by the Trustee arising out of or in connection with the acceptance or performance by the Trustee of the trusts and duties contained in this Agreement; provided, however, that the Trustee shall not be indemnified or held harmless as to any such loss, liability, claim, damage or expense incurred by reason of its gross negligence, bad faith or willful misconduct.