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Common use of Liability of the Servicers Clause in Contracts

Liability of the Servicers. None of the Servicers nor any of their directors, officers, employees or agents shall be under any liability on any Certificate or otherwise to the Seller, the Trustee or any Owner for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement or for errors in judgment except as required hereunder; provided, however, that this provision shall not protect any Servicer, its directors, officers, employees or agents or any such Person against any liability which would otherwise be imposed by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. Each of the Servicers and any director, officer, employee or agent of each of the Servicers may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. None of the Servicers shall be under any obligation to appear in, prosecute or defend any legal action that is not incidental to its duties hereunder and which in its opinion may involve it in any expense or liability; provided, however, that each Servicer may in its discretion undertake any such action that it may deem necessary or desirable in respect of this Agreement and the rights and duties of the parties hereto and interests of the Trustee and the Owners hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust, and such Servicer shall be entitled to be reimbursed therefor out of the Principal and Interest Account. The Servicers and any director, officer, employee or agent of each of the Servicers shall be indemnified by the Trust and held harmless against any loss, liability or expense incurred in connection with any audit, controversy or judicial proceeding relating to a governmental taxing authority or any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense related to any specific Mortgage Loan or Mortgage Loans (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement) and any loss, liability or expense incurred by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties hereunder or by reason of reckless disregard of obligations and duties hereunder.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Amresco Residential Securities Corp Mort Loan Trust 1997-3), Pooling and Servicing Agreement (Amresco Residential Securities Corp Mort Loan Trust 1998-1)

Liability of the Servicers. None of the Servicers nor any of their directors, officers, employees or agents shall be under any liability on any Certificate or otherwise to the Seller, the Master Servicer, any other Servicer, the Trustee or any Owner for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement or for errors in judgment except as required hereunder; provided, however, that this provision shall not protect any Servicer, its directors, officers, employees or agents or any such Person against any liability which would otherwise be imposed by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. Each of the Servicers and any director, officer, employee or agent of each of the respective Servicers may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. None of the 118 Servicers shall be under any obligation to appear in, prosecute or defend any legal action that is not incidental to its duties hereunder and which in its opinion may involve it in any expense or liability; provided, however, that each Servicer may in its discretion undertake any such action that it may deem necessary or desirable in respect of this Agreement and the rights and duties of the parties hereto and interests of the Trustee and the Owners hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust, and such Servicer shall be entitled to be reimbursed therefor out of the Principal and Interest Account. The Servicers and any director, officer, employee or agent of each of the respective Servicers shall be indemnified by the Trust and held harmless against any loss, liability or expense incurred in connection with any audit, controversy or judicial proceeding relating to a governmental taxing authority or any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense related to any specific Mortgage Loan or Mortgage Loans (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement) and any loss, liability or expense incurred by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties hereunder or by reason of reckless disregard of obligations and duties hereunder.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Amresco Residential Securities Corp Mortgage Loan Tr 1998-2)

Liability of the Servicers. None of the Servicers nor any of their directors, officers, employees or agents shall be under any liability on any Certificate or otherwise to the Seller, the Trustee Trustee, Certificate Insurer or any Owner for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement or for errors in judgment except as required hereunder; provided, however, that this provision shall not protect any Servicer, its directors, officers, employees or agents or any such Person against any liability which would otherwise be imposed by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. Each of the Servicers and any director, officer, employee or agent of each of the Servicers may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. None of the Servicers shall be under any obligation to appear in, prosecute or defend any legal action that is not incidental to its duties hereunder and which in its opinion may involve it in any expense or liability; provided, however, that each Servicer may in its discretion undertake any such action that it may deem necessary or desirable in respect of this Agreement and the rights and duties of the parties hereto and interests of the Trustee Trustee, the Certificate Insurer and the Owners hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust, and such Servicer shall be entitled to be reimbursed therefor out of the Principal and Interest Account. The Servicers and any director, officer, employee or agent of each of the Servicers shall be indemnified by the Trust and held harmless against any loss, liability or expense incurred in connection with any audit, controversy or judicial proceeding relating to a governmental taxing authority or any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense related to any specific Mortgage Loan or Mortgage Loans (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement) and any loss, liability or expense incurred by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties hereunder or by reason of reckless disregard of obligations and duties hereunder.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Armesco Residential Sec Corp Mort Loan Tr 1996-5)

Liability of the Servicers. None of the Servicers nor any of their directors, officers, employees or agents shall be under any liability on any Certificate or otherwise to the Seller, the Trustee or any Owner for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement or for errors in judgment except as required hereunder; provided, however, that this provision shall not protect any Servicer, its directors, officers, employees or agents or any such Person against any liability which would otherwise be imposed by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. Each of the Servicers and any director, officer, employee or agent of each of the Servicers may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. None of the Servicers shall be under any obligation to appear in, prosecute or defend any 100 legal action that is not incidental to its duties hereunder and which in its opinion may involve it in any expense or liability; provided, however, that each Servicer may in its discretion undertake any such action that it may deem necessary or desirable in respect of this Agreement and the rights and duties of the parties hereto and interests of the Trustee and the Owners hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust, and such Servicer shall be entitled to be reimbursed therefor out of the Principal and Interest Account. The Servicers and any director, officer, employee or agent of each of the Servicers shall be indemnified by the Trust and held harmless against any loss, liability or expense incurred in connection with any audit, controversy or judicial proceeding relating to a governmental taxing authority or any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense related to any specific Mortgage Loan or Mortgage Loans (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement) and any loss, liability or expense incurred by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties hereunder or by reason of reckless disregard of obligations and duties hereunder.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Amresco Residential Securities Corp Mortgage Loan Tr 1997-2)

Liability of the Servicers. None of the Servicers nor any of their directors, officers, employees or agents shall be under any liability on any Certificate or otherwise to the Seller, the Master Servicer, any other Servicer, the Trustee or any Owner for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement or for errors in judgment except as required hereunder; provided, however, that this provision shall not protect any Servicer, its directors, officers, employees or agents or any such Person against any liability which would otherwise be imposed by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. Each of the Servicers and any director, officer, 113 employee or agent of each of the respective Servicers may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. None of the Servicers shall be under any obligation to appear in, prosecute or defend any legal action that is not incidental to its duties hereunder and which in its opinion may involve it in any expense or liability; provided, however, that each Servicer may in its discretion undertake any such action that it may deem necessary or desirable in respect of this Agreement and the rights and duties of the parties hereto and interests of the Trustee and the Owners hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust, and such Servicer shall be entitled to be reimbursed therefor out of the Principal and Interest Account. The Servicers and any director, officer, employee or agent of each of the respective Servicers shall be indemnified by the Trust and held harmless against any loss, liability or expense incurred in connection with any audit, controversy or judicial proceeding relating to a governmental taxing authority or any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense related to any specific Mortgage Loan or Mortgage Loans (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement) and any loss, liability or expense incurred by reason of negligent action, negligent failure to act, willful misconduct in the performance of duties hereunder or by reason of reckless disregard of obligations and duties hereunder.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Amresco Residential Securities Corp)