Common use of Limitations on Liability Clause in Contracts

Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable to Holders for any action taken, or not taken, by them or by a servicer in good faith pursuant to this Agreement or for errors in judgment. This provision shall not protect Xxxxxxx Mac or any related person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. In no event shall Xxxxxxx Mac or any related person be liable for any consequential damages. Xxxxxxx Mac and any related person may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person with respect to any matter arising under this Agreement. Xxxxxxx Mac has no obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise the servicing of the Mortgages in accordance with this Agreement and which in its opinion may involve any expense or liability for Xxxxxxx Mac. Xxxxxxx Mac may, in its discretion, undertake or participate in any action it deems necessary or desirable with respect to any Mortgage, this Agreement, the PCs or the rights and duties of the parties hereto and the interests of the Holders hereunder. In such event, the legal expenses and costs of such action and any resulting liability shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b).

Appears in 19 contracts

Samples: Pc Master Trust Agreement (Federal Home Loan Mortgage Corp), Pc Master Trust Agreement (Federal Home Loan Mortgage Corp), Pc Master Trust Agreement (Federal Home Loan Mortgage Corp)

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Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable to Holders for any action taken, or not taken, by them or by a servicer in good faith pursuant to this Agreement or for errors in judgment. This provision shall not protect Xxxxxxx Mac or any related person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. In no event shall Xxxxxxx Mac or any related person be liable for any consequential damages. Xxxxxxx Mac and any related person may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person with respect to any matter arising under this Agreement. Xxxxxxx Mac has no obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise the servicing of the Mortgages in accordance with this Agreement and which in its opinion may involve any expense or liability for Xxxxxxx Mac. Xxxxxxx Mac may, in its discretion, undertake or participate in any action it deems necessary or desirable with respect to any Mortgage, this Agreement, the PCs or the rights and duties of the parties hereto and the interests of the Holders hereunder. In such event, the legal expenses and costs of such action and any resulting liability shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b).or

Appears in 13 contracts

Samples: Pc Master Trust Agreement, Pc Master Trust Agreement, Pc Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In no event shall Xxxxxxx Mac or any related person be liable and such Persons will have no liability of whatever nature for any consequential damages. Xxxxxxx Mac and any related person director, officer, employee, authorized designee, representative or agent of Xxxxxxx Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Trust Funds in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. of liability; provided, however, that Xxxxxxx Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs REMIC Certificates, the MACR Certificates, the Assets and other assets in any REMIC Pool or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Mac.

Appears in 8 contracts

Samples: Master Trust Agreement, Multiclass Certificates Master Trust Agreement, Multiclass Certificates Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable to Holders for any action taken, or not taken, by them or by a servicer in good faith pursuant to this Agreement or for errors in judgment. This provision shall not protect Xxxxxxx Mac or any related person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. In no event shall Xxxxxxx Mac or any related person be liable for any consequential damages. Xxxxxxx Mac and any related person may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person with respect to any matter arising under this Agreement. Xxxxxxx Mac has no obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise the servicing of the Mortgages in accordance with this Agreement and which in its opinion may involve any expense or liability for Xxxxxxx Mac. Xxxxxxx Mac may, in its discretion, undertake or participate in any action it deems necessary or desirable with respect to any Mortgage, this Agreement, the PCs or the rights and duties of the parties hereto and the interests of the Holders hereunder. In such event, the legal expenses and costs of such action and any resulting liability shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b).

Appears in 5 contracts

Samples: Multifamily Pc Master Trust Agreement, Multifamily Pc Master Trust Agreement, Pc Master Trust Agreement (Federal Home Loan Mortgage Corp)

Limitations on Liability. Neither Xxxxxxx Fxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable to Holders for any action taken, or not taken, by them or by a servicer in good faith pursuant to this Agreement or for errors in judgment. This provision shall not protect Xxxxxxx Fxxxxxx Mac or any related person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. In no event shall Xxxxxxx Fxxxxxx Mac or any related person be liable for any consequential damages. Xxxxxxx Fxxxxxx Mac and any related person may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person with respect to any matter arising under this Agreement. Xxxxxxx Fxxxxxx Mac has no obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise the servicing of the Mortgages in accordance with this Agreement and which in its opinion may involve any expense or liability for Xxxxxxx Fxxxxxx Mac. Xxxxxxx Fxxxxxx Mac may, in its discretion, undertake or participate in any action it deems necessary or 22 desirable with respect to any Mortgage, this Agreement, the PCs or the rights and duties of the parties hereto and the interests of the Holders hereunder. In such event, the legal expenses and costs of such action and any resulting liability shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Fxxxxxx Mac and Holders as provided in Section 3.08(b).

Appears in 4 contracts

Samples: Pc Master Trust Agreement (Federal Home Loan Mortgage Corp), Pc Master Trust Agreement (Federal Home Loan Mortgage Corp), Pc Master Trust Agreement (Federal Home Loan Mortgage Corp)

Limitations on Liability. Neither Xxxxxxx Freddie Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Freddie Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In Freddie Mac and such Persons will have no event shall Xxxxxxx Mac or any related person be liable liability of whatever nature for any consequential damages. Xxxxxxx Freddie Mac and any related person director, officer, employee, authorized designee, representative or agent of Freddie Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Freddie Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Trust Funds in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. Xxxxxxx of liability; provided, however, that Freddie Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs REMIC Certificates, the MACR Certificates, the Assets and other assets in any REMIC Pool or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Freddie Mac.

Appears in 3 contracts

Samples: Multiclass Certificates Master Trust Agreement, Multiclass Certificates Master Trust Agreement, Multiclass Certificates Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In no event shall Xxxxxxx Mac or any related person be liable and such Persons will have no liability of whatever nature for any consequential damages. Xxxxxxx Mac and any related person director, officer, employee, authorized designee, representative or agent of Xxxxxxx Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Pass-Through Pools in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. liability; provided, however, that Xxxxxxx Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs Pass-Through Certificates, the Assets or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Mac.

Appears in 3 contracts

Samples: Master Trust Agreement, Pass Through Certificates Master Trust Agreement, Pass Through Certificates Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx MacXxx, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Mac Xxx or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In Xxxxxxx Xxx and such Persons will have no event shall Xxxxxxx Mac or any related person be liable liability of whatever nature for any consequential damages. Xxxxxxx Mac Xxx and any related person director, officer, employee, authorized designee, representative or agent of Xxxxxxx Xxx may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Mac has no Xxx shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Trust Funds in accordance with this Agreement and which in its opinion may involve it in any expense or liability for of liability; provided, however, that Xxxxxxx Mac. Xxxxxxx Mac may, Xxx may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs REMIC Certificates, the MACR Certificates, the Assets and other assets in any REMIC Pool or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Xxx.

Appears in 2 contracts

Samples: Master Trust Agreement, Multiclass Certificates Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In no event shall Xxxxxxx Mac or any related person be liable and such Persons will have no liability of whatever nature for any consequential damages. Xxxxxxx Mac and any related person director, officer, employee, authorized designee, representative or agent of Xxxxxxx Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Trust Funds in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. of liability; provided, however, that Xxxxxxx Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs I-REMIC Interests, the Assets and other assets in any REMIC Pool or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Mac.

Appears in 2 contracts

Samples: Multifamily Internal Remic Master Trust Agreement, Internal Remic Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Freddie Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable to Holders for any action taken, or not taken, by them or by a servicer in good faith pursuant to this Agreement or for errors in judgment. This provision shall not protect Xxxxxxx Freddie Mac or any related person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. In no event shall Xxxxxxx Freddie Mac or any related person be liable for any consequential damages. Xxxxxxx Freddie Mac and any related person may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person with respect to any matter arising under this Agreement. Xxxxxxx Freddie Mac has no obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise the servicing of the Mortgages in accordance with this Agreement and which in its opinion may involve any expense or liability for Xxxxxxx Freddie Mac. Xxxxxxx Freddie Mac may, in its discretion, undertake or participate in any action it deems necessary or desirable with respect to any Mortgage, this Agreement, the PCs or the rights and duties of the parties hereto and the interests of the Holders hereunder. In such event, the legal expenses and costs of such action and any resulting liability shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Freddie Mac and Holders as provided in Section 3.08(b).

Appears in 2 contracts

Samples: Pc Master Trust Agreement (Federal Home Loan Mortgage Corp), Pc Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In no event shall Xxxxxxx Mac or any related person be liable and such Persons will have no liability of whatever nature for any consequential damages. Xxxxxxx Mac and any related person director, officer, employee, authorized designee, representative or agent of Xxxxxxx Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Mirror Pass-Through Pools in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. liability; provided, however, that Xxxxxxx Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs Mirror Certificates, the Eligible Securities or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Mac.

Appears in 1 contract

Samples: Mirror Certificates Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Freddie Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Freddie Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In Freddie Mac and such Persons will have no event shall Xxxxxxx Mac or any related person be liable liability of whatever nature for any consequential damages. Xxxxxxx Freddie Mac and any related person director, officer, employee, authorized designee, representative or agent of Freddie Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Freddie Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Pass- Through Pools in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. Xxxxxxx liability; provided, however, that Freddie Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs Pass-Through Certificates, the Assets or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Freddie Mac.

Appears in 1 contract

Samples: Pass Through Certificates Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Freddie Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Freddie Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In Freddie Mac and such Persons will have no event shall Xxxxxxx Mac or any related person be liable liability of whatever nature for any consequential damages. Xxxxxxx Freddie Mac and any related person director, officer, employee, authorized designee, representative or agent of Freddie Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Freddie Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Trust Funds in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. Xxxxxxx of liability; provided, however, that Freddie Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs Q-REMIC Interests, the Assets and other assets in any REMIC Pool or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Freddie Mac.

Appears in 1 contract

Samples: Quarterly Remic Master Trust Agreement

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Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In no event shall Xxxxxxx Mac or any related person be liable and such Persons will have no liability of whatever nature for any consequential damages. Xxxxxxx Mac and any related person director, officer, employee, authorized designee, representative or agent of Xxxxxxx Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Pass- Through Pools in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. liability; provided, however, that Xxxxxxx Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs Pass-Through Certificates, the Assets or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Mac.

Appears in 1 contract

Samples: Pass Through Certificates Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx MacXxx, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable to Holders for any action taken, or not taken, by them or by a servicer in good faith pursuant to this Agreement or for errors in judgment. This provision shall not protect Xxxxxxx Mac Xxx or any related person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. In no event shall Xxxxxxx Mac Xxx or any related person be liable for any consequential damages. Xxxxxxx Mac Xxx and any related person may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person with respect to any matter arising under this Agreement. Xxxxxxx Mac Xxx has no obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise the servicing of the Mortgages in accordance with this Agreement and which in its opinion may involve any expense or liability for Xxxxxxx MacXxx. Xxxxxxx Mac Xxx may, in its discretion, undertake or participate in any action it deems necessary or desirable with respect to any Mortgage, this Agreement, the PCs or the rights and duties of the parties hereto and the interests of the Holders hereunder. In such event, the legal expenses and costs of such action and any resulting liability shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b).or

Appears in 1 contract

Samples: Pc Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Freddie Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable to Holders for any action taken, or not taken, by them or by a servicer in good faith pursuant to this Agreement or for errors in judgment. This provision shall not protect Xxxxxxx Freddie Mac or any related person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. In no event shall Xxxxxxx Freddie Mac or any related person be liable for any consequential damages. Xxxxxxx Freddie Mac and any related person may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person with respect to any matter arising under this Agreement. Xxxxxxx Freddie Mac has no obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise the servicing of the Mortgages in accordance with this Agreement and which in its opinion may involve any expense or liability for Xxxxxxx Freddie Mac. Xxxxxxx Freddie Mac may, in its discretion, undertake or participate in any action it deems necessary or desirable with respect to any Mortgage, this Agreement, the PCs Securities or the rights and duties of the parties hereto and the interests of the Holders hereunder. In such event, the legal expenses and costs of such action and any resulting liability shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Freddie Mac and Holders as provided in Section 3.08(b).

Appears in 1 contract

Samples: Umbs and MBS Master Trust Agreement (Federal Home Loan Mortgage Corp)

Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In no event shall Xxxxxxx Mac or any related person be liable and such Persons will have no liability of whatever nature for any consequential damages. Xxxxxxx Mac and any related person director, officer, employee, authorized designee, representative or agent of Xxxxxxx Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Asset Pools in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. liability; provided, however, that Xxxxxxx Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs WI Certificates, the Assets or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Mac.

Appears in 1 contract

Samples: Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable to Holders for any action taken, or not taken, by them or by a servicer in good faith pursuant to this Agreement or for errors in judgment. This provision shall not protect Xxxxxxx Mac or any related person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. In no event shall Xxxxxxx Mac or any related person be liable for any consequential damages. Xxxxxxx Mac and any related person may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person with respect to any matter arising under this Agreement. Xxxxxxx Mac has no obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise the servicing of the Mortgages in accordance with this Agreement and which in its opinion may involve any expense or liability for Xxxxxxx Mac. Xxxxxxx Mac may, in its discretion, undertake or participate in any action it deems necessary or desirable with respect to any Mortgage, this Agreement, the PCs Securities or the rights and duties of the parties hereto and the interests of the Holders hereunder. In such event, the legal expenses and costs of such action and any resulting liability shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b).

Appears in 1 contract

Samples: Umbs and MBS Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Freddie Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Freddie Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In Freddie Mac and such Persons will have no event shall Xxxxxxx Mac or any related person be liable liability of whatever nature for any consequential damages. Xxxxxxx Freddie Mac and any related person director, officer, employee, authorized designee, representative or agent of Freddie Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Freddie Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Pass-Through Pools in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. Xxxxxxx liability; provided, however, that Freddie Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs Pass-Through Certificates, the Assets or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Freddie Mac.

Appears in 1 contract

Samples: Pass Through Certificates Master Trust Agreement

Limitations on Liability. Neither Xxxxxxx Freddie Mac, in its corporate capacity, nor any of its directorsixx xxxxctors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable to Holders for any action taken, or not taken, by them or by a servicer in good faith pursuant to this Agreement or for errors in judgment. This provision shall not protect Xxxxxxx Freddie Mac or any related person against any liability which liabilxxx xxxch would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement. In no event shall Xxxxxxx Freddie Mac or any related person be liable for any consequential xxxxxxxential damages. Xxxxxxx Freddie Mac and any related person may rely in good faith on xxxxx xn any document or other communication of any kind properly executed and submitted by any Person with respect to any matter arising under this Agreement. Xxxxxxx Freddie Mac has no obligation to appear in, prosecute or defend prosecutx xx xxfend any legal action which is not incidental to its duties to service or supervise the servicing of the Mortgages in accordance with this Agreement and which in its opinion may involve any expense or liability for Xxxxxxx Freddie Mac. Xxxxxxx Freddie Mac may, in its discretion, undertake undxxxxxx or participate parxxxxxxxe in any action it deems necessary or desirable with respect to any Mortgage, this Agreement, the PCs Securities or the rights and duties of the parties hereto and the interests of the Holders hereunder. In such event, the legal expenses and costs of such action and any resulting liability shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Freddie Mac and Holders as provided in Section 3.08(b3.08(x).

Appears in 1 contract

Samples: Umbs and MBS Master Trust Agreement (Federal Home Loan Mortgage Corp)

Limitations on Liability. Neither Xxxxxxx Freddie Mac, in its corporate capacity, nor any of its directors, officers, employees, authorized designees, representatives or agents (“related persons’’) shall be liable under any liability to Holders for any action taken, or not taken, taken by them or by a servicer for their refraining from the taking of any such action in good faith pursuant to this Agreement Agreement, or for errors in judgment. This ; provided, however, that this provision shall not protect Xxxxxxx Freddie Mac or any related person such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreementhereunder. In Freddie Mac and such Persons will have no event shall Xxxxxxx Mac or any related person be liable liability of whatever nature for any consequential damages. Xxxxxxx Freddie Mac and any related person director, officer, employee, authorized designee, representative or agent of Freddie Mac may rely in good faith on any document or other communication of any kind properly executed and submitted by any Person (in writing or electronically) with respect to any matter arising under this Agreement. Xxxxxxx Freddie Mac has no shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service or supervise administer the servicing of the Mortgages Trust Funds in accordance with this Agreement and which in its opinion may involve it in any expense or liability for Xxxxxxx Mac. Xxxxxxx of liability; provided, however, that Freddie Mac may, may in its discretion, discretion undertake or participate in any such action which it deems may deem necessary or desirable with respect to any Mortgage, this Agreement, the PCs I-REMIC Interests, the Assets and other assets in any REMIC Pool or the rights and duties of the parties hereto and the interests of the Holders hereunderunder this Agreement. In such event, the legal expenses and costs of such action and any liability resulting liability therefrom shall be expenses for the protection, preservation and maintenance of the Mortgages borne pro rata by Xxxxxxx Mac and Holders as provided in Section 3.08(b)Freddie Mac.

Appears in 1 contract

Samples: Internal Remic Master Trust Agreement

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