Common use of Obligor Claims Clause in Contracts

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsequity lender, in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims claim for recovery, asserted in legal actions brought by Obligors under one or more Contracts Receivables based upon provisions therein complying with, or upon other rights or remedies arising from, from any legal requirements Requirements of Law applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to timeReceivables: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. (a) The Trustee is the holder of the Contracts Receivables only as trustee on behalf of the Certificateholders and Class C Certificateholdersholders of the Certificates, and not as a principal or in any individual or personal capacity;. b. (b) The Trustee shall not be personally liable for for, or obligated to pay Obligors Obligors, any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders holders of the Certificates for any offset defense amounts applied against Contract Receivable payments, pursuant to such legal actions;. c. (c) The Trustee will pay, solely from available Trust moniesmoney, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions;. d. (d) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholdersholders of the Certificates. e. (e) The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders the Transferor, the Servicer, or holders of the Certificates in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests interest of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and. f. (f) The Company Transferor hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders Trustee from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders Trustee resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VIItheir Receivables.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsequity lender, in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders.; e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders Trustee and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders Trustee and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) [sec] 433) as amended from time to time: a. (i) The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsequity lender, in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C CertificateholdersR Certificateholder, and not as a principal or in any individual or personal capacity; b. (ii) The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders R Certificateholder for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. (iii) The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. (iv) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.R Certificateholder; e. (v) The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders R Certificateholder in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the 123 interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. (vi) The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders R Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders R Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f11.12(vi) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims claim for recovery, asserted in legal actions brought by Obligors under one or more Contracts Receivables based upon provisions therein complying with, or upon other rights or remedies arising from, from any legal requirements Requirements of Law applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to timeReceivables: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. (a) The Trustee is the holder of the Contracts Receivables only as trustee on behalf of the Certificateholders and Class C Certificateholdersholders of the Certificates, and not as a principal or in any individual or personal capacity;. b. (b) The Trustee shall not be personally liable for for, or obligated to pay Obligors Obligors, any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders holders of the Certificates for any offset defense amounts applied against Contract Receivable payments, pursuant to such legal actions;. c. (c) The Trustee will pay, solely from available Trust moniesmoney, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions;. d. (d) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholdersholders of the Grantor Trust Certificates. e. (e) The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders the Transferor, the Servicer, or holders of the Certificates in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests interest of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and. f. (f) The Company Transferor hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders Trustee from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders Trustee resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VIItheir Receivables.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary 11-7 to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or -------------- affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. (i) The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsequity lender, in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C CertificateholdersR Certificateholder, and not as a principal or in any individual or personal capacity; b. (ii) The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders R Certificateholder for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. (iii) The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. (iv) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.R Certificateholder; e. (v) The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders R Certificateholder in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. (vi) The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders R Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders R Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f11.12(vi) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (SSS) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, improvements in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or -------------- affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsequity lender, in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions;; 11-7 d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.. 11-7

Obligor Claims. In connection with any offset defenses, -------------- or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsequity lender, in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders.; e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders Trustee and Class C the Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders Trustee and Class C the Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary 11-7 to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders.; e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders Trustee and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders Trustee and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Reserve Account Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsReserve Account Loans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsequity lender, in the arrangement, origination or making of ContractsReserve Account Loans. The Trustee is the holder of a security interest in the Contracts Reserve Account Loans only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract Reserve Account Loan payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company Depositor hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsReserve Account Loans. Notwithstanding any other provision of this Agreement, the obligation of the Company Depositor under this Section 11.11(f7.12(f) shall not terminate upon a Service Transfer pursuant to Article VIITransfer.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Contract based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsAssets, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) Section 433) as amended from time to time: a. (1) The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of ContractsAssets. The Trustee is the holder of the Contracts Assets only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. (2) The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract Asset payments, pursuant to such legal actions; c. (3) The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. (4) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. (5) The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. (i) The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsequity lender, in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C CertificateholdersR Certificateholder, and not as a principal or in any individual or personal capacity; b. (ii) The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders R Certificateholder for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. (iii) The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. (iv) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to 113 recover affirmative claims against Certificateholders and the Class C Certificateholders.R Certificateholder; e. (v) The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders R Certificateholder in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. (vi) The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders R Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders R Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f11.12(vi) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time:. The Trustee and Originator agree to the provisions set forth below. a. (a) The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity;. b. (b) The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions;. c. (c) The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions;. d. (d) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. (e) The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and. f. (f) The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and the Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. (a) The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsManufactured Homes, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity;. b. (b) The Trustee shall not be personally liable for or obligated to pay Obligors Obligors, any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions;. c. (c) The Trustee will pay, solely from available Trust moniesmoney, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially judicially-approved settlement agreements, resulting from such legal actions;. d. (d) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. (e) The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses (including the reasonable costs and expenses of counsel) arising therefrom; and. f. The Company (f) CITSF hereby agrees to indemnify, hold harmless and defend the TrusteeCompany, Certificateholders the Trustee and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the TrusteeCompany, Certificateholders the Trustee and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company CITSF under this Section 11.11(f11.10(f) shall not terminate upon a Service Transfer pursuant to Article VII; provided, however, that CITSF is not obligated under this Section on account of any claims arising due to the actions of any successor Servicer.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsequity lender, in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ). 433) as amended from time to time:. The Trustee and Originator agree to the provisions set forth below. a. (a) The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity;. b. (b) The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions;. c. (c) The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions;. d. (d) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. (e) The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and. f. (f) The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) ss. 433) as amended from time to time: a. (1) The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity; b. (2) The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions; c. (3) The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. (4) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. (5) The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset defenses, or -------------- affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts Loans based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the ContractsLoans, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) 433) as amended from time to time: a. The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvementsimprovement lender, in the arrangement, origination or making of ContractsLoans. The Trustee is the holder of the Contracts Loans only as trustee on behalf of the Certificateholders and the Class C CertificateholdersCertificateholder, and not as a principal or in any individual or personal capacity; b. The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or the Class C Certificateholders Certificateholder for any offset defense amounts applied against Contract Loan payments, pursuant to such legal actions; c. The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions; d. The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and the Class C Certificateholders.Certificateholder; e. The Trustee will cooperate with and assist Certificateholders and the Class C Certificateholders Certificateholder in their defense of legal actions by Obligors Xxxxxxxx to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and f. The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and the Class C Certificateholders Certificateholder from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and the Class C Certificateholders Certificateholder resulting from any affirmative claims for recovery asserted or collected by Obligors under the ContractsLoans. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f11.12(f) shall not terminate upon a Service Transfer pursuant to Article VII.

Obligor Claims. In connection with any offset -------------- defenses, or affirmative claims for recovery, asserted in legal actions brought by Obligors under one or more Contracts based upon provisions therein complying with, or upon other rights or remedies arising from, any legal requirements applicable to the Contracts, including, without limitation, the Federal Trade Commission's Trade Regulation Rule Concerning Preservation of Consumers' Claims and Defenses (16 C.F.R. (S) [sec] 433) as amended from time to time:. The Trustee and Originator agree to the provisions set forth below. a. (a) The Trustee is not, and shall not be deemed to be, either in any individual capacity, as trustee hereunder or otherwise, a creditor, or a joint venturer with or an Affiliate of, or acting in concert or cooperation with, any seller of home improvements, in the arrangement, origination or making of Contracts. The Trustee is the holder of the Contracts only as trustee on behalf of the Certificateholders and Class C Certificateholders, and not as a principal or in any individual or personal capacity;. b. (b) The Trustee shall not be personally liable for or obligated to pay Obligors any affirmative claims asserted thereby, or responsible to Certificateholders or Class C Certificateholders for any offset defense amounts applied against Contract payments, pursuant to such legal actions;. c. (c) The Trustee will pay, solely from available Trust monies, affirmative claims for recovery by Obligors only pursuant to final judicial orders or judgments, or judicially approved settlement agreements, resulting from such legal actions;. d. (d) The Trustee will comply with judicial orders and judgments which require its actions or cooperation in connection with Obligors' legal actions to recover affirmative claims against Certificateholders and Class C Certificateholders. e. (e) The Trustee will cooperate with and assist Certificateholders and Class C Certificateholders in their defense of legal actions by Obligors to recover affirmative claims if such cooperation and assistance is not contrary to the interests of the Trustee as a party to such legal actions and if the Trustee is satisfactorily indemnified for all liability, costs and expenses arising therefrom; and. f. (f) The Company Originator hereby agrees to indemnify, hold harmless and defend the Trustee, Certificateholders and Class C Certificateholders from and against any and all liability, loss, costs and expenses of the Trustee, Certificateholders and Class C Certificateholders resulting from any affirmative claims for recovery asserted or collected by Obligors under the Contracts. Notwithstanding any other provision of this Agreement, the obligation of the Company Originator under this Section 11.11(f) shall not terminate upon a Service Transfer pursuant to Article VII.