Common use of Indemnities by Servicer Clause in Contracts

Indemnities by Servicer. (a) Without limiting any other rights which any Indemnified Party may have hereunder or under Applicable Law, the Servicer hereby agrees to indemnify each Indemnified Party from and against any and all Indemnified Amounts, awarded against or incurred by any Indemnified Party as a consequence of any acts or omissions of the Servicer constituting bad faith, willful misconduct or gross negligence in the performance of its duties hereunder and any other Transaction Document to which it is a party; provided that Indemnified Amounts shall not be available to an Indemnified Party to the extent that such Indemnified Amounts are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted solely from the gross negligence or willful misconduct on the part of such Indemnified Party claiming indemnification hereunder.

Indemnities by Servicer. (a) Without limiting any other rights which any Indemnified Party may have hereunder or under Applicable Law, the Servicer hereby agrees to indemnify each Indemnified Party from and against any and all Indemnified Amounts, awarded against or incurred by any Indemnified Party as a consequence of any acts or omissions of the Servicer constituting bad faithin its capacity as Servicer and related to any Transaction Document, willful misconduct the transactions contemplated hereby or gross negligence in thereby or any certificate or other written material delivered by the performance of its duties hereunder and any other Transaction Document to which it is a partyServicer pursuant hereto or thereto; provided that Indemnified Amounts shall not be available to an Indemnified Party (i) to the extent that such Indemnified Amounts are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted solely from the gross negligence or willful misconduct on the part of such Indemnified Party claiming indemnification hereunderhereunder or (ii) for any amount of the outstanding principal amount of the Loan Asset that constitutes recourse for uncollectible amounts.

Indemnities by Servicer. (a) Without limiting any other rights which any Indemnified Party may have hereunder or under Applicable Law, the Servicer hereby agrees to indemnify each Indemnified Party from and against any and all Indemnified Amounts, awarded against or incurred by any Indemnified Party as a consequence of any acts or omissions of the Servicer constituting bad faithin its capacity as Servicer and related to any Transaction Document, willful misconduct the transactions contemplated hereby or gross negligence in thereby or any certificate or other written material delivered by the performance of its duties hereunder and any other Transaction Document to which it is a partyServicer pursuant hereto or thereto; provided that Indemnified Amounts shall not be available to an Indemnified Party to the extent that such Indemnified Amounts are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted solely from the gross negligence negligence, bad faith, fraud or willful misconduct on the part of such Indemnified Party claiming indemnification hereunder.

Indemnities by Servicer. (a) Without limiting any other rights which any Indemnified Party may have hereunder or under Applicable Law, the Servicer hereby agrees to indemnify each Indemnified Party from and against any and all Indemnified Amounts, awarded against or incurred by any Indemnified Party as a consequence of any acts or omissions of the Servicer constituting bad faith, willful misconduct or gross negligence in the performance of its duties hereunder and any other Transaction Document to which it is a party; provided that Indemnified Amounts shall not be available to an Indemnified Party to the extent that such Indemnified Amounts are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted solely from the gross negligence or willful misconduct on the part of such Indemnified Party claiming indemnification hereunder.. 147

Indemnities by Servicer. (a) Without limiting any other rights which any Indemnified Party may have hereunder or under Applicable Law, the Servicer hereby agrees to indemnify each Indemnified Party from and against any and all Indemnified Amounts, awarded against or incurred by any Indemnified Party as a consequence of any acts or omissions of the Servicer constituting bad faithin its capacity as Servicer and related to any Transaction Document, willful misconduct the transactions contemplated hereby or gross negligence in thereby or any certificate or other written material delivered by the performance of its duties hereunder and any other Transaction Document to which it is a partyServicer pursuant hereto or thereto; provided that Indemnified Amounts shall not be available to an Indemnified Party (i) to the extent that such Indemnified Amounts are determined by a court of competent jurisdiction by a final and non-appealable non‑appealable judgment to have resulted solely from the gross negligence or willful misconduct on the part of such Indemnified Party claiming indemnification hereunderhereunder or (ii) for any amount of the outstanding principal amount of the Loan Asset that constitutes recourse for uncollectible amounts.

Indemnities by Servicer. (a) Without limiting any other rights which any Indemnified Party may have hereunder or under Applicable Law, the Servicer hereby agrees to indemnify each Indemnified Party from and against any and all Indemnified Amounts, awarded against or incurred by any Indemnified Party as a consequence of any acts or omissions of the Servicer constituting bad faithin its capacity as Servicer and related to any Transaction Document, willful misconduct the transactions contemplated hereby or gross negligence in thereby or any certificate or other written material delivered by the performance of its duties hereunder and any other Transaction Document to which it is a partyServicer pursuant hereto or thereto; provided that Indemnified Amounts shall not be available to an Indemnified Party to the extent that such Indemnified Amounts are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted solely from the gross negligence or willful misconduct on the part of such Indemnified Party claiming indemnification hereunder.

Indemnities by Servicer. (a) Without limiting any other rights which any Indemnified Party may have hereunder or under Applicable Law, the Servicer hereby agrees to indemnify each Indemnified Party from and against any and all Indemnified Amounts, awarded against or incurred by any Indemnified Party as a consequence of any acts or omissions of the Servicer constituting bad faithin its capacity as Servicer and related to any Transaction Document, willful misconduct the transactions contemplated hereby or gross negligence in 170 thereby or any certificate or other written material delivered by the performance of its duties hereunder and any other Transaction Document to which it is a partyServicer pursuant hereto or thereto; provided that Indemnified Amounts shall not be available to an Indemnified Party to the extent that such Indemnified Amounts are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted solely from the gross negligence negligence, bad faith, fraud or willful misconduct on the part of such Indemnified Party claiming indemnification hereunder.

Indemnities by Servicer. (a) Without limiting any other rights which any Indemnified Party may have hereunder or under Applicable Law, the Servicer hereby agrees to indemnify each Indemnified Party from and against any and all Indemnified Amounts, awarded against or incurred by any Indemnified Party as a consequence of any acts or omissions of breach by the Servicer constituting bad faithwhich is related to any Transaction Document, willful misconduct the transactions contemplated hereby or gross negligence in thereby or any certificate or other written material delivered by the performance of its duties hereunder and any other Transaction Document to which it is a partyServicer pursuant hereto or thereto; provided that Indemnified Amounts shall not be available to an Indemnified Party to the extent that such Indemnified Amounts are determined by a court of competent jurisdiction by a final and non-appealable judgment to have resulted solely from the gross negligence or willful misconduct on the part of such Indemnified Party claiming indemnification hereunder.