Common use of Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others Clause in Contracts

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligence, bad faith or willful misconduct in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred by reason of negligence, bad faith or willful misconduct by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or Servicer, nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners or Certificateholders any Companion Loan Holder or the Directing Certificateholder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or Certificateholders or any Companion Loan HolderHolder in accordance with this Agreement, or for errors in judgmentjudgment that do not violate any law or Accepted Servicing Practices or the provisions of this Agreement or the Co-Lender Agreement; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of its warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to the extent set forth provided in the Co-Lender Agreement, by any the Companion Loan HolderHolders (in accordance with the procedures set forth in Section 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, demand or expense (including reasonable legal fees and expenses and related costs, judgments or other costs and expenses (including in connection with the enforcement of such indemnified party’s rights under this Agreement)) incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Whole Loan, the Mortgage Loan, the Co-Lender Agreement, the Mortgaged Property, the Trust Interests RR Interest or the Certificates (except as any such claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of Neither the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the nor Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable (in the case of the Servicer or Special Servicer, in accordance with Accepted Servicing Practices Practices) in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders 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 the Depositor, the Servicer and or the Special Servicer Servicer, as applicable, shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account or the Distribution Account. Neither Subject to Section 6.6, neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Trustee or Certificate Administrator of any funds remitted paid to the Trustee or the Certificate Administrator Administrator, as applicable, in respect of the Mortgage Whole Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee or the Certificate Administrator (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither The indemnification provided hereunder shall survive the termination of this Agreement or the termination or resignation of the Servicer nor or the Special Servicer shall have any liability Servicer. (b) In order to comply with respect toApplicable Banking Law, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, are required to obtain, verify and conforming record certain information relating to individuals and entities that maintain a business relationship with the requirements of this AgreementServicer or the Special Servicer. To the extent consistent with Accepted Servicing PracticesAccordingly, each of the parties hereto agrees to provide to the Servicer and the Special Servicer, upon its respective request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereofcomply with Applicable Banking Law. (bc) The Depositor shall not have rights or be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may. (d) Subject to Sections 3.1, but shall not be obligated to6.6 and 8.5(b) and Accepted Servicing Practices, enforce the obligations each of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may consult with counsel, and any written advice of such counsel or Opinion of Counsel shall be required to obtain, verify full and record certain information relating to individuals complete authorization and entities that maintain a business relationship protection in respect of any action taken or suffered or omitted by it hereunder in good faith and in accordance with the Servicer. Accordingly, each such advice or Opinion of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable LawsCounsel.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligence, bad faith or willful misconduct in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to the extent set forth Companion Loan Holders out of amounts on deposit in the Co-Lender AgreementCollection Account, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, the Mortgage Loan, the PropertyProperties, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred by reason of negligence, bad faith or willful misconduct by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Senior Pari Passu Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Senior Pari Passu Companion Loan HolderHolders that do not violate any law, Accepted Servicing Practices, the provisions of this Agreement or any intercreditor agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person or entity against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. hereunder and shall not release the Depositor or its Affiliates from, or otherwise relate to any liability or obligation of any Loan Party under any Loan Document or the Loan Sellers under the Loan Purchase Agreement. (b) Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Certificates or of the proceeds of such Certificates or for the use or application by the Trustee or Certificate Administrator of any funds paid to the Trustee or the Certificate Administrator, as applicable, in respect of the Trust Loan deposited into or withdrawn from the Distribution Account or any account (other than the Collection Accounts and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by or on behalf of the Trustee or the Certificate Administrator (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). (c) The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(d)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Loan, the Property, or the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), Certificates other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination hereunder or resignation for any liability or obligation of the Depositor, the Servicer any Loan Party under any Loan Document or the Special Servicer. Loan Sellers under the Loan Purchase Agreement. (d) None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which that it may deem deems necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders and the Senior Pari Passu Companion Loan Holders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c3.4(d) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunderhereunder and shall not release the Depositor or its Affiliates from, or otherwise relate to any liability or obligation of any party to any Loan Document or the Loan Seller under the Loan Purchase Agreement. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Co-Lender Agreement, the Whole Loan, the Property, or the Trust Interests Certificates (except as any such claimsincluding, losseswithout limitation, damages, penalties, fines, forfeitures, legal reasonable fees and expenses and disbursements of counsel incurred in any action or proceeding related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), thereto) other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination hereunder or resignation for any liability or obligation of the Depositor, the Servicer any party to any Loan Document or the Special ServicerLoan Seller under the Loan Purchase Agreement. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement, the Co-Lender Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders and the Companion Loan Holders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account; provided that the Servicer shall, after receiving payment from amounts on deposit in the Collection Account, promptly notify the Companion Loan Holders and use commercially reasonable efforts to exercise on behalf of the Trust any rights under the Co-Lender Agreement to obtain indemnification and reimbursement for the portion of such amount allocable to the Companion Loans from the Companion Loan Holders (if permitted under the Co-Lender Agreement). Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Trustee or Certificate Administrator of any funds remitted paid to the Trustee or the Certificate Administrator Administrator, as applicable, in respect of the Mortgage Trust Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee or the Certificate Administrator (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders in accordance with this Agreement or the Co-Lender Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Securities Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Co-Lender Agreement, the Whole Loan, the PropertyProperties, or the Trust Interests Certificates (except as any such claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom will be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee Certificate Administrator or the Certificate Administrator Trustee under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and Servicer, the Special Servicer, the Trustee Certificate Administrator and the Certificate Administrator Trustee under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan HolderCertificateholders, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which that would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunderhereunder and shall not release the Depositor or its Affiliates from, or otherwise relate to any liability or obligation of any party to any Loan Document or the Loan Seller under the Loan Purchase Agreement. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Co-Lender Agreement, the Whole Loan, the PropertyProperty or the Certificates (including, the Trust Interests (except as any such claimswithout limitation, losses, damages, penalties, fines, forfeitures, legal reasonable fees and expenses and disbursements of counsel incurred in any action or proceeding related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), thereto) other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination hereunder or resignation for any liability or obligation of the Depositor, the Servicer any party to any Loan Document or the Special ServicerLoan Seller under the Loan Purchase Agreement. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement, the Co-Lender Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders and the Companion Loan Holders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account; provided that the Servicer shall, after receiving payment from amounts on deposit in the Collection Account, promptly notify the Companion Loan Holders and use commercially reasonable efforts to exercise on behalf of the Trust any rights under the Co-Lender Agreement to obtain indemnification and reimbursement for the portion of such amount allocable to the Companion Loans from the Companion Loan Holders (if permitted under the Co-Lender Agreement). Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Trustee or Certificate Administrator of any funds remitted paid to the Trustee or the Certificate Administrator Administrator, as applicable, in respect of the Mortgage Trust Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee or the Certificate Administrator (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and Servicer, the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with the laws, rules, regulations and executive orders in effect from time to time applicable to banking institutions, including those relating to the funding of terrorist activities and money laundering (the “Applicable Banking Laws”), the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be. Accordingly, each of the parties hereto agrees to provide to the Servicer, the Special Servicer, the Trustee and the Certificate Administrator upon its respective request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, to comply with Applicable LawsBanking Law.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer (whether acting in such capacity or as the Paying Agent, the Authenticating Agent or the Certificate Registrar), the Special Servicer, the Special Servicer or Extension Adviser nor any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer Servicer, the Extension Adviser or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer Servicer, the Extension Adviser and any director, officer, employee or agent of their respective directorsthe Depositor, officersthe Servicer, employees, members, managers, partners, Affiliates the Special Servicer or agents the Extension Adviser may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer Servicer, the Extension Adviser and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, Agreement or the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer (whether acting in such capacity or as the Paying Agent, the Authenticating Agent or the Certificate Registrar), the Special Servicer and the Extension Adviser shall be under any obligation to appear in, prosecute or defend any legal action which or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer, the Special Servicer or the Special Servicer may, Extension Adviser may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer, the Special Servicer and the Special Servicer Extension Adviser shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Fiscal Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement (including acts or omissions occurring in their capacity as agent for the Trustee) or by reason of reckless disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein. The Trustee, the Depositor or the Fiscal Agent, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling it to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Depositor or the Fiscal Agent) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the Servicer's, or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. The indemnification provided herein shall survive the termination of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer Agreement and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person termination or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Fiscal Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan HolderOwners, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligence, bad faith or willful misconduct in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, the Mortgage Loan, the PropertyProperties, or the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred by reason of negligence, bad faith or willful misconduct by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower Borrowers and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or ), to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21), or to remit the EU Reporting Administrator Fee to the EU Transparency Designee or any EU Reporting Administrator. (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners or any Companion Loan Holder Holders or the Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders in accordance with this Agreement or the Co-Lender Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties hereunder or by reason of negligent disregard of its obligations and its duties hereunderhereunder or for any liability pursuant to Section 6.6 of this Agreement. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Co-Lender Agreement, the Mortgage Loan, the Property, or the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), Certificates other than any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense (i) incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or hereunder, (ii) with respect to any such party, resulting from the breach by reason such party of any of its negligent disregard representations or warranties contained herein, (iii) specifically required to be borne by the party seeking indemnification, without right of its obligations and duties reimbursement pursuant to the terms hereof or (iv) which constitutes an Advance that is otherwise reimbursable hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom will be expenses, costs and liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee Certificate Administrator or the Certificate Administrator Trustee under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, Servicer (if the Trustee and fails to do so), the Certificate Administrator and the Trustee under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicer and the Special Servicer and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action (whether in equity or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments at law) or other costs and expenses claim relating to this Agreement, the Mortgage LoanLoans, the Property, Companion Loans or the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and duties hereunder. Such indemnification shall survive or duties; or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, officers, employees and agents, incurred in connection with any violation by any of them of any state or federal securities law. Each of the Servicer and the Special Servicer may rely, and shall be protected in acting or refraining from acting upon, any resolution, officer's certificate, certificate of auditors or any other certificate, statement, instrument, opinion, report, notice, request, consent, order, financial statement, agreement, appraisal, bond or other document (in electronic or paper format) as contemplated by and in accordance with this Agreement and reasonably believed or in good faith believed by the Servicer or the Special Servicer to be genuine and to have been signed or presented by the proper party or parties and each of them may consult with counsel, in which case any written advice of counsel or Opinion of Counsel shall be full and complete authorization and protection with respect to any action taken or suffered or omitted by it hereunder in good faith and in accordance with such advice or Opinion of Counsel. In addition, with respect to indemnification of the Servicer and the Special Servicer related to the Grace Building Whole Loan, the Servicer or Special Servicer. , as applicable, shall seek contribution from the holders of the Grace Building Companion Notes for any indemnification that is allocable to the Grace Building Companion Notes pursuant to and in accordance with the Grace Building Co-Lender Agreement. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action which (whether in equity or at law), proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans and Companion Loans on deposit in the Collection Certificate Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application , as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Fiscal Agent, each Grace Building Senior Companion Noteholder and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement or by reason of negligent disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided that such indemnity shall not cover indirect or consequential damages. The Trustee, the Fiscal Agent or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling the Trust to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Fiscal Agent or the Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement. To Agreement or otherwise, unless the extent consistent with Accepted Servicing PracticesServicer's, each or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. (d) The Trustee agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may rely sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Trustee in good faith on information provided to it the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the other parties hereto Trustee of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Trustee if a claim is made by a third party with respect to this Agreement, whereupon the Trustee shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Trustee shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the provider and the recipient Trustee's defense of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereofclaim is materially prejudiced thereby. (be) The Depositor agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Depositor, in the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the Depositor of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Depositor if a claim is made by a third party with respect to this Agreement, whereupon the Depositor shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be obligated entered against it or them in respect of such claim. Any failure to monitor so notify the Depositor shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or supervise otherwise, unless the performance Depositor's defense of such claim is materially prejudiced thereby. The indemnification provided herein shall survive the termination of this Agreement and the termination or resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Fiscal Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunderhereunder and shall not release the Depositor or its Affiliates from, or otherwise relate to any liability or obligation of any party to any Loan Document or the Loan Sellers under the Loan Purchase Agreement. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Co-Lender Agreement, the Whole Loan, the Property, or the Trust Interests Certificates (except as any such claimsincluding, losseswithout limitation, damages, penalties, fines, forfeitures, legal reasonable fees and expenses and disbursements of counsel incurred in any action or proceeding related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), thereto) other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination hereunder or resignation for any liability or obligation of the Depositor, the Servicer any party to any Loan Document or the Special ServicerLoan Sellers under the Loan Purchase Agreement. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement, the Co-Lender Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders and the Companion Loan Holders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account; provided that the Servicer shall, after receiving payment from amounts on deposit in the Collection Account, promptly notify the Companion Loan Holders and use commercially reasonable efforts to exercise on behalf of the Trust any rights under the Co-Lender Agreement to obtain indemnification and reimbursement for the portion of such amount allocable to each Companion Loan from the Companion Loan Holders (if permitted under the Co-Lender Agreement). Neither Subject to Section 6.6, neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Trustee or Certificate Administrator of any funds remitted paid to the Trustee or the Certificate Administrator Administrator, as applicable, in respect of the Mortgage Trust Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee or the Certificate Administrator (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and Servicer, the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with the laws, rules, regulations and executive orders in effect from time to time applicable to banking institutions, including those relating to the funding of terrorist activities and money laundering (the “Applicable Banking Laws”), the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be. Accordingly, each of the parties hereto agrees to provide to the Servicer, the Special Servicer, the Trustee and the Certificate Administrator upon its respective request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, to comply with Applicable LawsBanking Law.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders in accordance with this Agreement or the Co-Lender Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Securities Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Co-Lender Agreement, the Whole Loan, the Property, or the Trust Interests Certificates (except as any such claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee Certificate Administrator or the Certificate Administrator Trustee under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and Servicer, the Special Servicer, the Trustee Certificate Administrator and the Certificate Administrator Trustee under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicer and the Special Servicer and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action (whether in equity or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments at law) or other costs and expenses claim relating to this Agreement, the Mortgage LoanLoans, or the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and duties hereunder. Such indemnification shall survive or duties; or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action which (whether in equity or at law), proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement or by reason of negligent disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided that such indemnity shall not cover indirect or consequential damages. The Trustee or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling the Trust to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee or the Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement. To Agreement or otherwise, unless the extent consistent with Accepted Servicing PracticesServicer's, each or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. (d) The Trustee agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may rely sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Trustee in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the ServicerTrustee of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Trustee if a claim is made by a third party with respect to this Agreement, whereupon the Trustee shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Certificate Administrator Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Trustee shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement. Agreement or otherwise, unless the Trustee's defense of such claim is materially prejudiced thereby. (e) The Depositor may, but shall not be obligated to, enforce the obligations of agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Depositor, in the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the Depositor of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Depositor if a claim is made by a third party with respect to this Agreement, whereupon the Depositor shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Depositor shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the Depositor's defense of such claim is materially prejudiced thereby. The indemnification provided herein shall survive the termination of this Agreement and the termination or resignation of the Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21)Special Servicer. (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Risk Retention Consultation Counterparty, the Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to the extent set forth provided in the Co-Lender Agreement, by any the Companion Loan HolderHolders (in accordance with the procedures set forth in Section 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Co-Lender Agreement, the Whole Loan, the Property, or the Trust Interests Certificates (except as any such claimsincluding, losseswithout limitation, damages, penalties, fines, forfeitures, legal reasonable fees and expenses and disbursements of counsel incurred in any action or proceeding related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), thereto) other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement, the Co-Lender Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders and the Companion Loan Holders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account; provided that the Servicer shall, after receiving payment from amounts on deposit in the Collection Account, promptly notify the Companion Loan Holders and use commercially reasonable efforts to exercise on behalf of the Trust any rights under the Co-Lender Agreement to obtain indemnification and reimbursement for the portion of such amount allocable to the Companion Loans from the Companion Loan Holders (if permitted under the Co-Lender Agreement). Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Trustee or Certificate Administrator of any funds remitted paid to the Trustee or the Certificate Administrator Administrator, as applicable, in respect of the Mortgage Trust Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee or the Certificate Administrator (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and Servicer, the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with the laws, rules, regulations and executive orders in effect from time to time applicable to banking institutions, including those relating to the funding of terrorist activities and money laundering (the “Applicable Banking Laws”), the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be. Accordingly, each of the parties hereto agrees to provide to the Servicer, the Special Servicer, the Trustee and the Certificate Administrator upon its respective request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, to comply with Applicable LawsBanking Law.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners Certificateholders and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligence, bad faith or willful misconduct in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (andand the Companion Loan Holder(s) out of amounts on deposit in the Collection Account, pursuant to and to the extent set forth in provided under the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, the Mortgage Loan, the Property, or the Trust Interests Certificates (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred by reason of negligence, bad faith or willful misconduct by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicer and the Special Servicer and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action (whether in equity or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments at law) or other costs and expenses claim relating to this Agreement, the Mortgage LoanLoans, or the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of such obligations or duties; or (iv) in the case of the Depositor and any of its obligations directors, officers, employees and duties hereunder. Such agents, incurred in connection with any violation by any of them of any state or federal securities law, provided, however, that if such losses and liabilities relate solely to the One Post Office Square B Note, then such indemnification shall survive be payable from amounts in the termination Certificate Account that relate to the One Post Office Square B Note. For the avoidance of doubt, such losses or resignation liabilities shall not be deemed to relate solely to the One Post Office Square B Note for the sole reason that the related legal action was instituted by, or at the direction of, the One Post Office Square Representative. With respect to indemnification related to the One Post Office Square Whole Loan, the Servicer shall seek contribution from the holder of the DepositorOne Post Office Square Companion Note for the pro rata share of any indemnification that is allocable to the One Post Office Square Companion Note. Each of the Servicer and the Special Servicer may rely, and shall be protected in acting or refraining from acting upon, any resolution, officer's certificate, certificate of auditors or any other certificate, statement, instrument, opinion, report, notice, request, consent, order, financial statement, agreement, appraisal, bond or other document (in electronic or paper format) as contemplated by and in accordance with this Agreement and reasonably believed or in good faith believed by the Servicer or the Special Servicer. Servicer to be genuine and to have been signed or presented by the proper party or parties and each of them may consult with counsel, in which case any written advice of counsel or Opinion of Counsel shall be full and complete authorization and protection with respect to any action taken or suffered or omitted by it hereunder in good faith and in accordance with such advice or Opinion of Counsel. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action which (whether in equity or at law), proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Paying Agent, the Trustee and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement or by reason of negligent disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided that such indemnity shall not cover indirect or consequential damages. The Trustee, the Paying Agent or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling the Trust to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Paying Agent, the Trustee or the Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement. To Agreement or otherwise, unless the extent consistent with Accepted Servicing PracticesServicer's, each or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. (d) Each of the Trustee and the Paying Agent, respectively (and not jointly and severally) agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may rely sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Trustee or the Paying Agent, respectively, in good faith on information provided to it the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the other parties hereto Trustee or the Paying Agent, respectively, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Trustee and the Paying Agent, respectively, if a claim is made by a third party with respect to this Agreement, whereupon the Trustee or the Paying Agent shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Trustee or the Paying Agent shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the provider and Trustee's or the recipient Paying Agent's defense of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereofclaim is materially prejudiced thereby. (be) The Depositor agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Depositor, in the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the Depositor of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Depositor if a claim is made by a third party with respect to this Agreement, whereupon the Depositor shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be obligated entered against it or them in respect of such claim. Any failure to monitor so notify the Depositor shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or supervise otherwise, unless the performance Depositor's defense of such claim is materially prejudiced thereby. The indemnification provided herein shall survive the termination of this Agreement and the termination or resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Paying Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders in accordance with this Agreement or the Co-Lender Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Securities Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Co-Lender Agreement, the Whole Loan, the PropertyProperties, or the Trust Interests Certificates (except as any such claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee Certificate Administrator or the Certificate Administrator Trustee under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and Servicer, the Special Servicer, the Trustee Certificate Administrator and the Certificate Administrator Trustee under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the ServicerServicer (whether acting in such capacity or as the Paying Agent, the Authenticating Agent or the Certificate Registrar), the Special Servicer or nor any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any general partner of their respective directorsthe foregoing and any director, officersofficer, employeesemployee or agent of the Depositor, membersthe Servicer, managers, partners, Affiliates the Special Servicer or agents any such general partner may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 general partner of the Act foregoing and any director, officer, employee or Section 20 agent of any of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, Agreement or the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer (whether acting in such capacity or as the Paying Agent, the Authenticating Agent or the Certificate Registrar) and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of its obligations and duties under this Agreement (including acts or omissions occurring in their capacity as agent for the Servicer, Trustee) or by reason of reckless disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein. The Trustee or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling it to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the Trustee or the Certificate Administrator Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this AgreementAgreement or otherwise, unless the Servicer's, or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. The Depositor may, but indemnification provided herein shall not be obligated to, enforce survive the obligations termination of this Agreement and the termination or resignation of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21)Special Servicer. (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunderhereunder and shall not release the Depositor or its Affiliates from, or otherwise relate to any liability or obligation of any party to any Loan Document or the Loan Seller under the Loan Purchase Agreement. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Co-Lender Agreement, the Whole Loan, the Property, or the Trust Interests Certificates (except as any such claimsincluding, losseswithout limitation, damages, penalties, fines, forfeitures, legal reasonable fees and expenses and disbursements of counsel incurred in any action or proceeding related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), thereto) other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination hereunder or resignation for any liability or obligation of the Depositor, the Servicer any party to any Loan Document or the Special ServicerLoan Seller under the Loan Purchase Agreement. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement, the Co-Lender Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders and the Companion Loan Holders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account; provided that the Servicer shall, after receiving payment from amounts on deposit in the Collection Account, promptly notify the Companion Loan Holders and use commercially reasonable efforts to exercise on behalf of the Trust any rights under the Co-Lender Agreement to obtain indemnification and reimbursement for the portion of such amount allocable to the Companion Loans from the Companion Loan Holders (if permitted under the Co-Lender Agreement). Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Trustee or Certificate Administrator of any funds remitted paid to the Trustee or the Certificate Administrator Administrator, as applicable, in respect of the Mortgage Trust Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee or the Certificate Administrator (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and Servicer, the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with the laws, rules, regulations and executive orders in effect from time to time applicable to banking institutions, including those relating to the funding of terrorist activities and money laundering (the “Applicable Banking Laws”), the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be. Accordingly, each of the parties hereto agrees to provide to the Servicer, the Special Servicer, the Trustee and the Certificate Administrator upon its respective request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, to comply with Applicable LawsBanking Law.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicer and the Special Servicer and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 general partner of the Act foregoing and any director, officer, member, manager, employee or Section 20 agent of any of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses claim relating to this Agreement, Agreement or the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the Servicer, Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein. The Trustee or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling it to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the Trustee or the Certificate Administrator Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this AgreementAgreement or otherwise, unless the Servicer's, or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. The Depositor may, but indemnification provided herein shall not be obligated to, enforce survive the obligations termination of this Agreement and the termination or resignation of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21)Special Servicer. (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer (whether acting in such capacity or as the Paying Agent, the Authenticating Agent or the Certificate Registrar), the Special Servicer, the Special Servicer or Extension Adviser nor any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing nor any general partners (or any director, officers, employees or agents of any general partner) of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer Servicer, the Extension Adviser or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer Servicer, the Extension Adviser and any general partner of their respective directorsthe foregoing and any director, officersofficer, employeesemployee or agent of the Depositor, membersthe Servicer, managersthe Special Servicer, partners, Affiliates the Extension Adviser or agents any such general partner may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer Servicer, the Extension Adviser and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 general partner of the Act foregoing and any director, officer, employee or Section 20 agent of any of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, Agreement or the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer (whether acting in such capacity or as the Paying Agent, the Authenticating Agent or the Certificate Registrar), the Special Servicer and the Extension Adviser shall be under any obligation to appear in, prosecute or defend any legal action which or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer, the Special Servicer or the Special Servicer may, Extension Adviser may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer, the Special Servicer and the Special Servicer Extension Adviser shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Fiscal Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement (including acts or omissions occurring in their capacity as agent for the Trustee) or by reason of reckless disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein. The Trustee, the Depositor or the Fiscal Agent, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling it to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Depositor or the Fiscal Agent) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the Servicer's, or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. The indemnification provided herein shall survive the termination of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer Agreement and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person termination or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Fiscal Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolder in accordance with this Agreement or the Co-Lender Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunderhereunder and shall not release the Depositor or its Affiliates from, or otherwise relate to any liability or obligation of any Loan Party under any Loan Document or the Loan Seller under the Loan Purchase Agreement. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Whole Loan, the Property, or the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), Certificates other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination hereunder or resignation for any liability or obligation of the Depositor, the Servicer any Loan Party under any Loan Document or the Special ServicerLoan Seller under the Loan Purchase Agreement. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunderhereunder and shall not release the Depositor or its Affiliates from, or otherwise relate to any liability or obligation of any party to any Loan Document or the Loan Seller under the Loan Purchase Agreement. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Co-Lender Agreement, the Whole Loan, the Property, or the Trust Interests Certificates (except as any such claimsincluding, losseswithout limitation, damages, penalties, fines, forfeitures, legal reasonable fees and expenses and disbursements of counsel incurred in any action or proceeding related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), thereto) other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination hereunder or resignation for any liability or obligation of the Depositor, the Servicer any party to any Loan Document or the Special ServicerLoan Seller under the Loan Purchase Agreement. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement, the Co-Lender Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders and the Companion Loan Holders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account; provided that the Servicer shall, after receiving payment from amounts on deposit in the Collection Account, promptly notify the Companion Loan Holders and use commercially reasonable efforts to exercise on behalf of the Trust any rights under the Co-Lender Agreement to obtain indemnification and reimbursement for the portion of such amount allocable to the Companion Loan from the Companion Loan Holders (if permitted under the Co-Lender Agreement). Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Trustee or Certificate Administrator of any funds remitted paid to the Trustee or the Certificate Administrator Administrator, as applicable, in respect of the Mortgage Trust Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee or the Certificate Administrator (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and Servicer, the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with the laws, rules, regulations and executive orders in effect from time to time applicable to banking institutions, including those relating to the funding of terrorist activities and money laundering (the “Applicable Banking Laws”), the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be. Accordingly, each of the parties hereto agrees to provide to the Servicer, the Special Servicer, the Trustee and the Certificate Administrator upon its respective request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, to comply with Applicable LawsBanking Law.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicer and the Special Servicer and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action (whether in equity or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments at law) or other costs and expenses claim relating to this Agreement, the Mortgage LoanLoans, or the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation or warranty made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action which (whether in equity or at law), proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Paying Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement or by reason of negligent disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Trustee, the Paying Agent or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling the Trust to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Paying Agent or the Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement. To Agreement or otherwise, unless the extent consistent with Accepted Servicing PracticesServicer's, each or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. (d) Each of the Trustee and the Paying Agent agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may rely sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Trustee or Paying Agent, as the case may be, in good faith on information provided to it the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the other parties hereto Trustee or Paying Agent, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. Servicer or the Special Servicer, as the case may be, shall immediately notify the Trustee or Paying Agent, as applicable, if a claim is made by a third party with respect to this Agreement, whereupon the Trustee or Paying Agent, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Trustee or Paying Agent, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the provider and Trustee's or Paying Agent's, as the recipient case may be, defense of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereofclaim is materially prejudiced thereby. (be) The Depositor agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Depositor, in the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the Depositor of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. Servicer or the Special Servicer, as the case may be, shall immediately notify the Depositor if a claim is made by a third party with respect to this Agreement, whereupon the Depositor shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be obligated entered against it or them in respect of such claim. Any failure to monitor so notify the Depositor shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or supervise otherwise, unless the performance Depositor's defense of such claim is materially prejudiced thereby. (f) The indemnification provided herein shall survive the termination of this Agreement and the termination or resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Paying Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicer and the Special Servicer and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action (whether in equity or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments at law) or other costs and expenses claim relating to this Agreement, the Mortgage LoanLoans, or the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and duties hereunder. Such indemnification shall survive or duties; or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action which (whether in equity or at law), proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Paying Agent, the Trustee and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement or by reason of negligent disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided that such indemnity shall not cover indirect or consequential damages. The Trustee, the Paying Agent or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling the Trust to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Paying Agent, the Trustee or the Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement. To Agreement or otherwise, unless the extent consistent with Accepted Servicing PracticesServicer's, each or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. (d) Each of the Trustee and the Paying Agent, respectively (and not jointly and severally) agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may rely sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Trustee or the Paying Agent, respectively, in good faith on information provided to it the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the other parties hereto Trustee or the Paying Agent, respectively, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Trustee and the Paying Agent, respectively, if a claim is made by a third party with respect to this Agreement, whereupon the Trustee or the Paying Agent shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Trustee or the Paying Agent shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the provider and Trustee's or the recipient Paying Agent's defense of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereofclaim is materially prejudiced thereby. (be) The Depositor agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Depositor, in the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the Depositor of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Depositor if a claim is made by a third party with respect to this Agreement, whereupon the Depositor shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be obligated entered against it or them in respect of such claim. Any failure to monitor so notify the Depositor shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or supervise otherwise, unless the performance Depositor's defense of such claim is materially prejudiced thereby. The indemnification provided herein shall survive the termination of this Agreement and the termination or resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Paying Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners Certificateholders and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligence, bad faith or willful misconduct in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses (which for the avoidance of doubt include reasonable legal fees and expenses related to the enforcement of this indemnity) and related costs, judgments or other costs and expenses incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, the Mortgage Loan, the Property, or the Trust Interests Certificates (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred by reason of negligence, bad faith or willful misconduct by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower Borrowers and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the ServicerServicers, the Special Servicer or their Affiliates or any of their the respective general partners, limited partners, members, shareholders, managers, directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any holder of any Serviced Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the ServicerServicers, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicers and the Special Servicer and their Affiliates and any general partner, limited partner, shareholders, director, officer, member, manager, employee or agent of the Depositor, such Servicer or the Special Servicer and their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the ServicerServicers, the Special Servicer and their Affiliates and any general partner, limited partner, director, officer, shareholders, member, manager, employee or agent of any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust out of the Certificate Account (andor if such matter relates to a Serviced Whole Loan, pursuant to first out of the related Serviced Whole Loan Custodial Account and to then, if funds therein are insufficient, out of the extent set forth in the Co-Lender Agreement, by any Companion Loan HolderCertificate Account) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action (whether in equity or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments at law) or other costs and expenses claim relating to this Agreement, Agreement or the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation or warranty made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, officers, employees and agents, incurred in connection with any violation by any of them of any state or federal securities law; provided that if a Serviced Whole Loan is involved, such indemnity shall be payable out of the related Serviced Whole Loan Custodial Account and, to the extent amounts on deposit in the related Serviced Whole Loan Custodial Account are insufficient therefor, out of the Certificate Account. With respect to indemnification related to a Serviced Whole Loan, the Servicer Trustee or the Special Servicerapplicable Servicer shall seek contribution from the trustee of the related Other Securitization for the pro rata share of any indemnification that is allocable to such Serviced Companion Loan, to the extent permitted by the related Co-Lender Agreement. With respect to indemnification related to a Non-Serviced Whole Loan, the Trustee or the applicable Servicer shall seek contribution from the trustee related to any Non-Serviced Companion Loan Securities for the pro rata share of any indemnification that is allocable to such Non-Serviced Pari Passu Loan. (b) None of the Depositor, the Servicer or Servicers and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action which (whether in equity or at law), proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the each Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners hereunderCertificateholders (or if a Serviced Whole Loan is affected, the rights of the Certificateholders and the holders of any related Serviced Companion Loan (as a collective whole)); provided, however, that, if a Serviced Whole Loan is involved, such expenses, costs and liabilities shall be payable out of the related Serviced Whole Loan Custodial Account and to the extent amounts on deposit in the related Serviced Whole Loan Custodial Account are insufficient therefor out of the Certificate Account. With respect to any such expenses, costs and liabilities related to a Serviced Whole Loan, the Trustee or the applicable Servicer shall use commercially reasonable efforts to seek contribution from the trustee of the related Other Securitization for the pro rata share of any such expenses, costs and liabilities that are allocable to such Serviced Companion Loan, to the extent permitted by the related Co-Lender Agreement and the related Other Pooling and Servicing Agreement. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the each Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account Section 3.05(a) (other than the related Collection Account or, if and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or matter relates solely to the Special Servicer in its commercial capacityServiced Pari Passu Loans, out of the related Serviced Whole Loan Custodial Account), or for investment . (c) Each of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer Servicers and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of the statements made and the correctness any willful misfeasance, bad faith or negligence of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, its obligations and duties under this Agreement or by reason of negligent disregard by such Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Trustee or the Depositor, as the case may be, shall immediately notify the applicable Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling it to indemnification hereunder, whereupon such Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the Trustee or the Certificate Administrator Depositor) and pay all expenses in connection therewith, including reasonable counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the applicable Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless such Servicer's or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. (d) Each Non-Serviced Mortgage Loan Servicer, Non-Serviced Mortgage Loan Special Servicer, Non-Serviced Mortgage Loan Depositor and Non-Serviced Mortgage Loan Trustee, and any of their respective directors, officers, employees or agents (collectively, the "Non-Serviced Mortgage Loan Indemnified Parties"), shall be indemnified by the Trust and held harmless against the Trust's pro rata share (subject to the related Co-Lender Agreement. The Depositor may) of any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses incurred in connection with any legal action relating to the related Non-Serviced Whole Loan under the related Non-Serviced Mortgage Loan Pooling Agreement or this Agreement (but excluding any such losses allocable to the related Non-Serviced Pari Passu Loan), reasonably requiring the use of counsel or the incurring of expenses; provided, however, that such indemnification shall not be obligated toextend to any losses incurred by reason of any Non-Serviced Mortgage Loan Indemnified Party's willful misfeasance, enforce bad faith or negligence in the performance of duties or by reason of negligent disregard of obligations and duties under the related Non-Serviced Mortgage Loan Pooling Agreement. (e) The indemnification provided herein shall survive the termination of the Servicer this Agreement and the Special termination or resignation of either Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21)Special Servicer. (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of the Depositor, the Servicer or the Special Servicer shall be under any liability to the Trust, Trust Fund or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken taken, or for refraining from the taking of any action action, in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgmentjudgment or with respect to any action taken by an Other Servicer or Other Special Servicer in connection with a Co-Lender Split Note; provided, however, that this provision shall not protect the Depositor, the Servicer, Servicer or the Special Servicer or any such other Person against any breach of its warranties or representations made herein herein, or against any liability which would otherwise be imposed by reason of negligenceits willful misconduct, bad faith faith, fraud or willful misconduct negligence in the performance of its duties or by reason of negligent reckless disregard of its obligations and or duties hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any appropriate Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directorsdirector, officersofficer, members, managers, partners, employees, agents, Affiliates employee or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred by reason of negligence, bad faith or willful misconduct by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation agent of the Depositor, the Servicer or the Special Servicer shall be indemnified and held harmless by the Trust Fund against any loss, liability or expense (including legal fees and expenses) (i) incurred in connection with any legal action or claim relating to this Agreement or the Certificates (including, without limitation, the distribution of reports and information as contemplated by this Agreement) outside of any costs and expenses that it is required to bear under this Agreement without reimbursement or that constitutes a Property Advance, other than any loss, liability or expense incurred by reason of willful misconduct, bad faith, fraud or negligence (or in the case of the Servicer or the Special Servicer, by reason of any specific liability imposed for a breach of the Servicing Standard) in the performance of duties hereunder or by reason of reckless disregard of obligations or duties hereunder, in each case by the Person being indemnified (provided that it shall be deemed non-negligent for the Servicer to service based on Mortgage Loan information provided to it in electronic format by, or caused to be provided by, the Depositor for a period of 30 days after delivery to the Servicer of the Mortgage Files), (ii) imposed by any taxing authority if such loss, liability or expense is not specifically reimbursable pursuant to the terms of this Agreement, or (iii) incurred in connection with any action or decision by an Other Servicer or Other Special Servicer in connection with a Co-Lender Split Note. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which unless such action is not incidental related to its respective duties under this Agreement and which in its opinion may involve does not expose it in to any ultimate expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action related to its obligations hereunder which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders 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 TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator Account as provided in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements Section 3.06 of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, manager, member, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, manager, member, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, Agreement or the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither Certificate Account as provided in this Section 6.0 by Section 3.05(a); provided, however, that neither the Depositor, the Servicer nor the Special Servicer shall may be accountable reimbursed for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted expenses in circumstances where they would not otherwise be entitled to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to indemnification under this Agreement. (c) maintained by the Certificate Administrator or otherwise on behalf Each of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Fiscal Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement (including acts or omissions occurring in their capacity as agent for the Trustee) or by reason of reckless disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein. The Trustee, the Depositor or the Fiscal Agent, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage 146 Loans entitling it to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Depositor or the Fiscal Agent) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the Servicer's, or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. The indemnification provided in this Section 6.03 herein shall survive the termination of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer Agreement and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person termination or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Fiscal Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer (whether acting in such capacity or as the Paying Agent, the Authenticating Agent or the Certificate Registrar), the Special Servicer, the Special Servicer or Extension Adviser nor any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer Servicer, the Extension Adviser or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer Servicer, the Extension Adviser and any director, officer, employee or agent of their respective directorsthe Depositor, officersthe Servicer, employees, members, managers, partners, Affiliates the Special Servicer or agents the Extension Adviser may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer Servicer, the Extension Adviser and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, Agreement or the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer (whether acting in such capacity or as the Paying Agent, the Authenticating Agent or the Certificate Registrar), the Special Servicer and the Extension Adviser shall be under any obligation to appear in, prosecute or defend any legal action which or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer, the Special Servicer or the Special Servicer may, Extension Adviser may in its discretion, discretion undertake any such action which action, proceeding, hearing or 121 examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer, the Special Servicer and the Special Servicer Extension Adviser shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Fiscal Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement (including acts or omissions occurring in their capacity as agent for the Trustee) or by reason of reckless disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein. The Trustee, the Depositor or the Fiscal Agent, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling it to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Depositor or the Fiscal Agent) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the Servicer's, or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. The indemnification provided herein shall survive the termination of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer Agreement and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person termination or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Fiscal Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer Servicer[, the Extension Adviser] or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer Servicer[, the Extension Adviser] or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer Servicer[, the Extension Adviser] and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officersthe Servicer, employees, members, managers, partners, Affiliates the Special Servicer [or agents the Extension Adviser] may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 general partner of the Act foregoing[, the Extension Adviser] and any director, officer, member, manager, employee or Section 20 agent of any of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, Agreement or the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive the termination or resignation (iv) incurred in connection with any violation by any of the Depositor, the Servicer them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or Servicer, the Special Servicer [and the Extension Adviser] shall be under any obligation to appear in, prosecute or defend any legal action which or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or Servicer, the Special Servicer may, [or the Extension Adviser] may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and Servicer, the Special Servicer [and the Extension Adviser] shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Fiscal Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement (including acts or omissions occurring in their capacity as agent for the Trustee) or by reason of reckless disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein. The Trustee, the Depositor or the Fiscal Agent, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling it to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Depositor or the Fiscal Agent) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the Servicer's, or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. The indemnification provided herein shall survive the termination of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer Agreement and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person termination or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Fiscal Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer Servicer[, the Extension Adviser] or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the -150- Servicer, the Special Servicer Servicer[, the Extension Adviser] or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer Servicer[, the Extension Adviser] and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officersthe Servicer, employees, members, managers, partners, Affiliates the Special Servicer [or agents the Extension Adviser] may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 general partner of the Act foregoing[, the Extension Adviser] and any director, officer, member, manager, employee or Section 20 agent of any of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses relating to this Agreement, Agreement or the Mortgage Loan, the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or Servicer, the Special Servicer [and the Extension Adviser] shall be under any obligation to appear in, prosecute or defend any legal action which or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the Servicer or Servicer, the Special Servicer may, [or the Extension Adviser] may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners hereunderCertificateholders. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and Servicer, the Special Servicer [and the Extension Adviser] shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Fiscal Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement (including acts or omissions occurring in their capacity as agent for the Trustee) or by reason of reckless disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein. The Trustee, the Depositor or the Fiscal Agent, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling it to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Depositor or the Fiscal Agent) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the Servicer's, or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. The indemnification provided herein shall survive the termination of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer Agreement and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person termination or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Fiscal Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders in accordance with this Agreement or the Co-Lender Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, demand or expense (including reasonable legal fees and expenses and related costs, judgments or other costs and expenses expenses) incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Whole Loan, the Co-Lender Agreement, the Property, or the Trust Interests Certificates (except as any such claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense shall be otherwise reimbursable and reimbursed pursuant to this Agreement), other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of Neither the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the nor Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable (in the case of the Servicer or Special Servicer, in accordance with Accepted Servicing Practices Practices) in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom will be expenses, costs and liabilities of the Trust, and the Depositor, the Servicer and the or Special Servicer Servicer, as applicable, shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither (b) The Depositor shall not be obligated to monitor or supervise the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor performance of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer Servicer, the Trustee or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Trustee (except to the extent that any such account is held by the Servicer or Servicer, the Special Servicer in its commercial capacity)Servicer, or for investment of such amounts the Trustee and the Certificate Administrator under this Agreement. (other than investments made c) In order to comply with the Servicer or the Special Servicer in its commercial capacity). In additionApplicable Banking Law, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, are required to obtain, verify and conforming record certain information relating to individuals and entities that maintain a business relationship with the requirements of this AgreementServicer or the Special Servicer. To the extent consistent with Accepted Servicing PracticesAccordingly, each of the parties hereto agrees to provide to the Servicer and the Special Servicer, upon its respective request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereofcomply with Applicable Banking Law. (bd) The Depositor shall not have rights or be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (ce) In order Subject to comply with Applicable LawsSections 3.1, the Servicer may be required to obtain, verify 6.6 and record certain information relating to individuals 8.5(b) and entities that maintain a business relationship with the Servicer. AccordinglyAccepted Servicing Practices, each of the parties hereto agrees to provide to Servicer and the ServicerSpecial Servicer may consult with counsel, upon its request from time to time, and any written advice of such identifying information counsel or Opinion of Counsel shall be full and documentation as may be available for complete authorization and protection in respect of any action taken or suffered or omitted by it hereunder in good faith and in accordance with such party in order to enable the Servicer to comply with Applicable Lawsadvice or Opinion of Counsel.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any a Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicer and the Special Servicer and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action (whether in equity or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments at law) or other costs and expenses claim relating to this Agreement, the Mortgage LoanLoans, or the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action which (whether in equity or at law), proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Paying Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement or by reason of negligent disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided that such indemnity shall not cover indirect or consequential damages. The Trustee, the Paying Agent or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling the Trust to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Paying Agent or the Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement. To Agreement or otherwise, unless the extent consistent with Accepted Servicing PracticesServicer's, each or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. (d) Each of the Trustee and the Paying Agent, respectively (and not jointly and severally) agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may rely sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Trustee or the Paying Agent, respectively, in good faith on information provided to it the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the other parties hereto Trustee or the Paying Agent, respectively, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Trustee and the Paying Agent if a claim is made by a third party with respect to this Agreement, whereupon the Trustee or the Paying Agent, respectively, shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Trustee or the Paying Agent shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the provider and Trustee's or the recipient Paying Agent's defense of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereofclaim is materially prejudiced thereby. (be) The Depositor agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Depositor, in the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the Depositor of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Depositor if a claim is made by a third party with respect to this Agreement, whereupon the Depositor shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be obligated entered against it or them in respect of such claim. Any failure to monitor so notify the Depositor shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or supervise otherwise, unless the performance Depositor's defense of such claim is materially prejudiced thereby. (f) The indemnification provided herein shall survive the termination of this Agreement and the termination or resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Paying Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of Certificateholders or the Trust Interest Owners and/or any Companion Loan HolderHolders in accordance with this Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties hereunder or by reason of negligent disregard of its obligations and its duties hereunderhereunder or for any liability pursuant to Section 6.6 of this Agreement. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to in accordance with the extent procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Whole Loan, the Property, or the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), Certificates other than any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense (i) incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or hereunder, (ii) with respect to any such party, resulting from the breach by reason such party of any of its negligent disregard representations or warranties contained herein, (iii) specifically required to be borne by the party seeking indemnification, without right of its obligations and duties reimbursement pursuant to the terms hereof or (iv) which constitutes an Advance that is otherwise reimbursable hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom will be expenses, costs and liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee Certificate Administrator or the Certificate Administrator Trustee under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and the Special Servicer, Servicer (if the Trustee and fails to do so), the Certificate Administrator and the Trustee under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicer and the Special Servicer and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action (whether in equity or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments at law) or other costs and expenses claim relating to this AgreementAgreement (including in its capacity as Companion Paying Agent), the Mortgage LoanLoans, the Property, Companion Loan or the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation or warranty made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action which (whether in equity or at law), proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Paying Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement or by reason of negligent disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided that such indemnity shall not cover indirect or consequential damages. The Trustee, the Paying Agent or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling the Trust to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Paying Agent or the Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement. To Agreement or otherwise, unless the extent consistent with Accepted Servicing PracticesServicer's, each or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. (d) Each of the Trustee and the Paying Agent, respectively (and not jointly and severally) agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may rely sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Trustee or the Paying Agent, respectively, in good faith on information provided to it the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the other parties hereto Trustee or the Paying Agent, respectively, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Trustee and the Paying Agent if a claim is made by a third party with respect to this Agreement, whereupon the Trustee or the Paying Agent, respectively, shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Trustee or the Paying Agent shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the provider and Trustee's or the recipient Paying Agent's defense of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereofclaim is materially prejudiced thereby. (be) The Depositor agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Depositor, in the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the Depositor of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Depositor if a claim is made by a third party with respect to this Agreement, whereupon the Depositor shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be obligated entered against it or them in respect of such claim. Any failure to monitor so notify the Depositor shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or supervise otherwise, unless the performance Depositor's defense of such claim is materially prejudiced thereby. (f) The indemnification provided herein shall survive the termination of this Agreement and the termination or resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Paying Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, Trust or the Trust Interest Owners or any Companion Loan Holder Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, manager, member, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely in good faith on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, manager, member, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claimsloss, lossesliability, damagesexpense, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses incurred in connection with any legal action or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses proceeding relating to this Agreement, Agreement or the Mortgage Loan, Certificates (including any legal action or proceeding arising from the Property, the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement151 performance of its duties hereunder), other than any and all claimsloss, lossesliability or expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments warranty or other costs and expenses covenant made by it herein; (iii) incurred by reason of negligencebad faith, bad faith or willful misconduct by it or negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of such obligations or duties or (iv) in the case of the Depositor and any of its directors, officers, employees and agents, incurred in connection with any violation by any of them of any state or federal securities law. The Retained Servicing Servicer, the Retained Servicing Special Servicer and any director, officer, manager, member, employee or agent of either of them shall be indemnified and held harmless by the Trust against any loss, liability or expense incurred in connection with any legal action or proceeding relating to this Agreement and the Servicing Retained Servicing Agreement, and relating to the servicing of the Servicing Retained Mortgage Loan, other than any loss, liability or expense: (i) specifically required to be borne thereby pursuant to the terms of the Servicing Retained Servicing Agreement; (ii) incurred in connection with any breach of a representation, warranty or covenant made by it in the Servicing Retained Servicing Agreement; or (iii) incurred by reason of bad faith, willful misconduct or negligence in the performance of its obligations or duties under the Servicing Retained Servicing Agreement, or by reason of negligent disregard of such obligations or duties, and duties hereunder. Such with respect to any such indemnification shall survive relating to both the termination or resignation Servicing Retained Paired Mortgage Loan and the Servicing Retained Mortgage Loan, only to the extent of the Depositor, pro rata portion of such amounts relating to the Servicer or Servicing Retained Mortgage Loan (on the Special Servicer. basis set forth in the definition of "Appraised Value" herein). (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither Certificate Account as provided in this Section 6.0 by Section 3.05(a); provided, however, that neither the Depositor, the Servicer nor the Special Servicer shall may be accountable reimbursed for the use or application by the Depositor of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted expenses in circumstances where they would not otherwise be entitled to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to indemnification under this Agreement. (c) maintained by the Certificate Administrator or otherwise on behalf Each of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Fiscal Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad 152 faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement (including acts or omissions occurring in their capacity as agent for the Trustee) or by reason of reckless disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein. The Trustee, the Depositor or the Fiscal Agent, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling it to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Depositor or the Fiscal Agent) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the Servicer's, or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. The indemnification provided in this Section 6.03 herein shall survive the termination of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer Agreement and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person termination or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Fiscal Agent and the Special Servicer. The Directing Certificateholder (only when acting in such capacity) will have no liability to the Certificateholders for any action taken, or for refraining from the Trustee taking of any action, in good faith and without negligence pursuant to this Agreement; provided, however, that the Directing Certificateholder will not be protected against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the exercise of its rights or by reason of reckless disregard in the exercise of its rights. By its acceptance of a Certificate, each Certificateholder confirms its understanding that the Directing Certificateholder may take actions that favor the interests of one or more Classes of the Certificates over other Classes of the Certificates, and that the Directing Certificateholder may have special relationships and interests that conflict with those of holders of some Classes of the Certificates and, absent willful misfeasance, bad faith or negligence on the part of the Directing Certificateholder, agrees to take no action against the Directing Certificateholder or any of its officers, directors, employees, principals or agents as a result of such a special relationship or conflict, and further agrees that the Directing Certificateholder will not be deemed to have been negligent or reckless, or to have acted in bad faith or engaged in willful misconduct solely by reason of its having acted in the interests of the Controlling Class Certificateholders, and the Certificate Administrator under this Agreement. In addition, in Directing Certificateholder shall have no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee liability whatsoever for having so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21)acted. (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of the Depositor, the Servicer, the Special Servicer or any of their respective the directors, officers, members, managers, partners, employees, Affiliates employees or agents of any of the foregoing shall be under any liability to the Trust, the Trust Interest Owners Certificateholders or any the Companion Loan Holder Holders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misfeasance, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, Servicer and the Special Servicer and any director, officer, member, manager, employee or agent of their respective directorsthe Depositor, officers, employees, members, managers, partners, Affiliates the Servicer or agents the Special Servicer may reasonably rely on any document of any kind which, prima facie facie, is properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any director, officer, employee or agent of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 any of the Act or Section 20 of the Exchange Act (“Controlling Persons”), foregoing shall be indemnified and held harmless by the Trust (and, pursuant to and to the extent set forth in the Co-Lender Agreement, by any Companion Loan Holder) and held harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and expenses and related costs, judgments or judgments, and any other costs costs, liabilities, fees and expenses incurred in connection with any legal action (whether in equity or other claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments at law) or other costs and expenses claim relating to this AgreementAgreement (including in its capacity as Companion Paying Agent), the Mortgage LoanLoans, the Property, Companion Loan or the Trust Interests (except as any such claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement)Certificates, other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense: (i) specifically required to be borne thereby pursuant to the terms hereof; (ii) incurred in connection with any breach of a representation or warranty made by it herein; (iii) incurred by reason of negligencebad faith, bad faith willful misfeasance or willful misconduct by it negligence in the performance of its obligations or duties hereunder hereunder, or by reason of its negligent disregard of its such obligations and or duties hereunder. Such indemnification shall survive or (iv) in the termination or resignation case of the DepositorDepositor and any of its directors, the Servicer officers, employees and agents, incurred in connection with any violation by any of them of any state or the Special Servicer. federal securities law. (b) None of the Depositor, the Servicer or and the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action which (whether in equity or at law), proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and or which in its opinion may involve it in any expense or liabilityliability not recoverable from the Trust Fund; provided, however, that the Depositor, the Servicer or the Special Servicer may, may in its discretion, discretion undertake any such action which action, proceeding, hearing or examination that it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of to this Agreement and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders hereunder. In such event, the legal expenses and costs of such action action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the TrustTrust Fund, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant out of amounts attributable to Section 3.4(c) from funds the Mortgage Loans on deposit in the Collection Account. Neither the Servicer nor the Special Servicer shall be accountable for the use or application Certificate Account as provided by the Depositor Section 3.05(a). (c) Each of any of the Trust Interests or of the proceeds of such Trust Interests or for the use or application by the Certificate Administrator of any funds remitted to the Certificate Administrator in respect of the Mortgage Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled agrees to rely indemnify the Depositor, the Trustee, the Paying Agent and the Trust and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as to the truth a result of any willful misfeasance, bad faith or negligence of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such the Special Servicer, as the case may be, in the performance of its obligations and conforming duties under this Agreement or by reason of negligent disregard by the Servicer or the Special Servicer, as the case may be, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided that such indemnity shall not cover indirect or consequential damages. The Trustee, the Paying Agent or the Depositor, as the case may be, shall immediately notify the Servicer or the Special Servicer, as applicable, if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling the Trust to indemnification hereunder, whereupon the Servicer or the Special Servicer, as the case may be, shall assume the defense of such claim (with counsel reasonably satisfactory to the requirements Trustee, the Paying Agent or the Depositor) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Servicer or the Special Servicer, as the case may be, shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement. To Agreement or otherwise, unless the extent consistent with Accepted Servicing PracticesServicer's, each or the Special Servicer's, as the case may be, defense of such claim is materially prejudiced thereby. (d) Each of the Trustee and the Paying Agent, respectively (and not jointly and severally) agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may rely sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Trustee or the Paying Agent, respectively, in good faith on information provided to it the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the other parties hereto Trustee or the Paying Agent, respectively, of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Trustee and the Paying Agent if a claim is made by a third party with respect to this Agreement, whereupon the Trustee or the Paying Agent, respectively, shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim. Any failure to so notify the Trustee or the Paying Agent shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or otherwise, unless the provider and Trustee's or the recipient Paying Agent's defense of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereofclaim is materially prejudiced thereby. (be) The Depositor agrees to indemnify the Servicer and the Special Servicer and any director, officer, employee or agent thereof, and hold them harmless, from and against any and all claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses that any of them may sustain arising from or as a result of any willful misfeasance, bad faith or negligence of the Depositor, in the performance of its obligations and duties under this Agreement or by reason of negligent disregard by the Depositor of its duties and obligations hereunder or by reason of breach of any representations or warranties made herein; provided, that such indemnity shall not cover indirect or consequential damages. The Servicer or the Special Servicer, as the case may be, shall immediately notify the Depositor if a claim is made by a third party with respect to this Agreement, whereupon the Depositor shall assume the defense of such claim (with counsel reasonably satisfactory to the Servicer or the Special Servicer) and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be obligated entered against it or them in respect of such claim. Any failure to monitor so notify the Depositor shall not affect any rights any of the foregoing Persons may have to indemnification under this Agreement or supervise otherwise, unless the Depositor's defense of such claim is materially prejudiced thereby. (f) The Forum Shops Primary Servicer, the Forum Shops Special Servicer, the Depositor, the Forum Shops Paying Agent and the Forum Shops Trustee, and any of their respective directors, officers, employees or agents (collectively, the "Forum Shops Indemnified Parties"), shall be indemnified by the Trust and held harmless against the Trust's pro rata share (subject to the Forum Shops Intercreditor Agreement) of any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, liabilities, fees and expenses incurred in connection with any legal action relating to the Forum Shops Mortgage Loan under the Forum Shops Pooling Agreement or this Agreement (but excluding any such losses allocable to the Forum Shops Companion Notes), reasonably requiring the use of counsel or the incurring of expenses other than any losses incurred by reason of any Forum Shops Indemnified Party's willful misfeasance, bad faith or negligence in the performance of duties or by reason of negligent disregard of obligations and duties under the Forum Shops Pooling Agreement. (g) The indemnification provided herein shall survive the termination of this Agreement and the termination or resignation of the Servicer, the Special ServicerTrustee, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer Paying Agent and the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with Applicable Laws, the Servicer may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer. Accordingly, each of the parties hereto agrees to provide to the Servicer, upon its request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer to comply with Applicable Laws.

Limitation on Liability of the Depositor, the Servicer, the Special Servicer and Others. (a) None of Neither the Depositor, the Servicer, the Special Servicer or nor any of their respective directors, officers, members, managers, partners, employees, Affiliates or agents shall be under any liability to the Trust, the Trust Interest Owners Risk Retention Consultation Party, the Certificateholders or any a Companion Loan Holder for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, actions taken or not taken at the direction of the Trust Interest Owners and/or any Certificateholders or a Companion Loan Holder, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer, the Special Servicer or any such other Person person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of negligencewillful misconduct, bad faith or willful misconduct negligence in the performance of its duties or by reason of negligent disregard of its obligations and duties hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, employees, members, managers, partners, Affiliates or agents may reasonably rely on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Servicer, the Special Servicer and any of their respective directors, officers, members, managers, partners, employees, agents, Affiliates or other “controlling persons” within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (“Controlling Persons”), shall be indemnified by the Trust (and, pursuant to and to the extent provided in the Agreement Between Note Holders, any Companion Loan Holder (in accordance with the procedures set forth in the Co-Lender Agreement, by any Companion Loan HolderSection 3.4(c)) and held harmless against any and all claimsloss, lossesliability, damagesclaim, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments demand or other costs and expenses expense incurred in connection with any legal action or other claims, costs, expenses, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costsforeclosures, judgments or other costs and expenses liabilities relating to this Agreement, the Mortgage Agreement Between Note Holders, the Whole Loan, the Property, or the Trust Interests Certificates (except as any such claimsincluding, losseswithout limitation, damages, penalties, fines, forfeitures, legal reasonable fees and expenses and disbursements of counsel incurred in any action or proceeding related costs, judgments or other costs and expenses shall be otherwise reimbursable and reimbursed pursuant to this Agreement), thereto) other than any and all claimsloss, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments liability or other costs and expenses expense incurred by reason of negligencewillful misconduct, bad faith or willful misconduct negligence by it in the performance of its duties hereunder or by reason of its negligent disregard of its obligations and duties hereunder. Such indemnification shall survive the termination or resignation of the Depositor, the Servicer or the Special Servicer. None of the Depositor, the Servicer or the Special Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor, the Servicer or the Special Servicer may, in its discretion, undertake any such action which it may deem necessary or desirable in accordance with Accepted Servicing Practices in respect of this Agreement, the Agreement Between Note Holders and the rights and duties of the parties hereto and the interests of the Trust Interest Owners Certificateholders and any Companion Loan Holders hereunder. In such event, the legal expenses and costs of such action and any liabilities of the Trust, and the Depositor, the Servicer and the Special Servicer shall be entitled to be reimbursed therefor pursuant to Section 3.4(c) from funds on deposit in the Collection Account; provided that the Servicer shall, after receiving payment from amounts on deposit in the Collection Account, promptly notify any Companion Loan Holders and use commercially reasonable efforts to exercise on behalf of the Trust any rights under the Agreement Between Note Holders to obtain indemnification and reimbursement for the portion of such amount allocable to any Companion Loan from such Companion Loan Holder (if permitted under the Agreement Between Note Holders). Neither the Servicer nor the Special Servicer shall be accountable for the use or application by the Depositor of any of the Trust Interests Certificates or of the proceeds of such Trust Interests Certificates or for the use or application by the Trustee or Certificate Administrator of any funds remitted paid to the Trustee or the Certificate Administrator Administrator, as applicable, in respect of the Mortgage Trust Loan deposited into or withdrawn from the Distribution Account or any account (other than the related Collection Account and the Foreclosed Property Account and any other account maintained by the Servicer, the Special Servicer or any Sub-Servicer pursuant to this Agreement) maintained by the Certificate Administrator or otherwise on behalf of the Trustee or the Certificate Administrator (except to the extent that any such account is held by the Servicer or the Special Servicer in its commercial capacity), or for investment of such amounts (other than investments made with the Servicer or the Special Servicer in its commercial capacity). In addition, neither the Servicer nor the Special Servicer shall have any liability with respect to, and the Servicer and the Special Servicer shall be entitled to rely as to the truth of the statements made and the correctness of the opinions expressed therein on, any certificates or opinions furnished to such Servicer or such Special Servicer, as the case may be, and conforming to the requirements of this Agreement. To the extent consistent with Accepted Servicing Practices, each of the Servicer and the Special Servicer may rely in good faith on information provided to it by the other parties hereto (unless the provider and the recipient of such information are the same Person or Affiliates) and by the Borrower and shall have no duty to investigate or verify the accuracy thereof. (b) The Depositor shall not be obligated to monitor or supervise the performance of the Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement. The Depositor may, but shall not be obligated to, enforce the obligations of the Servicer and Servicer, the Special Servicer, the Trustee and the Certificate Administrator under this Agreement. In addition, in no event shall the Depositor be obligated to cause any party to perform or comply with the obligations to remit the CREFC® Licensing Fee to CREFC® (as described in Section 3.4(c)), to report any such CREFC® Licensing Fee so paid (as described in Section 4.4(a)) or to make available any Distribution Date Statement to any person (including, without limitation, CREFC®) (as described in Section 3.21). (c) In order to comply with the laws, rules, regulations and executive orders in effect from time to time applicable to banking institutions, including those relating to the funding of terrorist activities and money laundering (the “Applicable Banking Laws”), the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, may be required to obtain, verify and record certain information relating to individuals and entities that maintain a business relationship with the Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be. Accordingly, each of the parties hereto agrees to provide to the Servicer, the Special Servicer, the Trustee and the Certificate Administrator upon its respective request from time to time, such identifying information and documentation as may be available for such party in order to enable the Servicer Servicer, the Special Servicer, the Trustee and the Certificate Administrator, as the case may be, to comply with Applicable LawsBanking Law.