Common use of Representations and Indemnities to Survive Clause in Contracts

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Guarantor or its their officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Trust or the Company Guarantor or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Capital Securities. The provisions of Sections 6, 6 and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trusteach of BFI, the Company Parent or its their officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, BFI or the Trust or the Company Parent or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Underwriters or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 5 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 3(m), 5, 6, 7 8 and 13 9 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany, the Company Manager or its their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof and this Section 11 shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Partnership or the Company or its officers of the General Partner and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company Partnership or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Guarantor or its officers officers, of the Trust and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, the Guarantor or the Trust or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 7(e) hereof, and will survive delivery of and payment for the Trust Preferred Securities. The provisions of Sections 6, 5(A)(j) and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust its affiliates or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 65(l), 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters you set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust you or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of the fourth and sixth paragraphs of Section 2(a) and of Sections 6, 7 4(h) and 13 8 hereof shall survive the termination or cancellation of this Agreement. The provisions of this Agreement (including without limitation Section 7 hereof) applicable to any purchase of a Note for which an agreement to purchase exists prior to the termination hereof shall survive any termination of this Agreement.

Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, indemnities and other statements of the TrustCompany, the Company Guarantor or its any of their officers and of the Underwriters each Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter such Agent or the Trust or Company, the Company Guarantor or any of the their officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Guarantors or its their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Underwriters or the Company and the Guarantors, or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 7 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 65(j), 7 8 and 13 9 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Guarantor or its officers officers, of the Trust and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, the Guarantor or the Trust or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 5(A)(g) and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Parent Guarantor or its their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Underwriters or the Company and the Parent Guarantor, or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 7 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 65(j), 7 8 and 13 9 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Underwriting Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesOffered Shares. The provisions of Sections 67, 7 8, 11, 16, 17 and 13 18 hereof shall survive the termination or cancellation of this Underwriting Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany or its officers, the Company Issuer or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or of the Trust or Company, the Company Issuer or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 9 hereof, and will survive delivery of and payment for the SecuritiesTransition Bonds. The provisions of Sections 63, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Fifth Third or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company Fifth Third or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 65(e), 7 7, 9, 12, 13 and 13 14 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustPartnership, the Company General Partner or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Partnership or the Company General Partner or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Trust or its their respective officers or trustees and of the Underwriters Purchaser set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Purchaser, the Company or the Trust or the Company or any of the officers, directorsdirectors or trustees, employeesadministrators, agents or controlling persons referred to in Section 7 hereofpersons, and will survive delivery of and payment for the Debt Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Partnership or the Company or its officers of the General Partner and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company Partnership or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its executive officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company or any of the executive officers, directors, director nominees, employees, agents agents, affiliates or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Partnership or any of the Company or its officers of the General Partner and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company Partnership or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of Sections 6, Section 6 and Section 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany, the Company Operating Partnership or its any of their officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Trust or Company, the Company Operating Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 6, 7 and 13 9 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany and Chevron, the Company or its their officers and of the Underwriter or Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Trust or the Company Company, Chevron, or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 5(e) and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Wxxxxxxx Parties or its their respective officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Initial Purchasers or the Trust or the Company Wxxxxxxx Parties or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 67, 7 8, 14, 15, 16 and 13 17 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany or its officers, the Company Issuer or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or of the Trust or Company, the Company Issuer or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesBonds. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers officers, of each Selling Shareholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Underwriter, any Selling Shareholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 VIII hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 VII and 13 VIII hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, acknowledgments, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its the Guarantor, or any of their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Company or the Company Guarantor or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 6 and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Trust or its their respective officers or trustees and of the Underwriters Placement Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Placement Agent, the Company or the Trust or the Company or any of the officers, directorsdirectors or trustees, employeesadministrators, agents or controlling persons referred to in Section 7 hereofpersons, and will survive delivery of and payment for the Capital Securities. The provisions of Sections 6, 7 8 and 13 9 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers or trustees and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company or any of the officers, directors, trustees, employees, agents or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 10 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Trust or its their respective officers or trustees and of the Underwriters Placement Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Placement Agent, the Company or the Trust or the Company or any of the officers, directorsdirectors or trustees, employeesadministrators, agents or controlling persons referred to in Section 7 hereofpersons, and will survive delivery of and payment for the Capital Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trusteach of US LLC, the Company Parent or its their officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, US LLC or the Trust or the Company Parent or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Norwest, the Company Seller or its the officers of each of them and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter you or the Trust or Trust, Norwest, the Company Seller or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, Section 6 and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust its affiliates or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 65(k), 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities All representations ------------------------------------------ and other statements warranties of the Trust, Trust and the Company contained herein and in the certificate or its officers and of the Underwriters set forth in or made certificates delivered pursuant to this Agreement will Section 5(h) and the indemnity agreements contained in Section 7 shall remain operative and in full force and effect, effect regardless of any investigation made by or on behalf of any Underwriter or controlling person, or by or on behalf of the Trust or and the Company or any of the officersofficer, directors, employees, agents director or controlling persons referred to in Section 7 hereofperson, and will shall survive delivery of and payment for the Securities. The provisions Securities and, in the case of Sections 6the indemnity agreements contained in Section 7, 7 and 13 hereof shall survive the any termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany or its officers, the Company of Continental or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or Underwriter, the Company or Continental or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers Corporation and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriters or the Trust or the Company Corporation or any of the affiliates, officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesSecurities for a period of two years from the Closing Date. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, warranties and indemnities and other statements of the Trust, the Company or its officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement or any certificate delivered pursuant hereto will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Initial Purchasers or the Company or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters and the Independent Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Independent Underwriter or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, Section 6 and 7 hereof and 13 hereof this Section 10 shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCorporation, the Company Trust or its their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Corporation or the Company Trust or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Preferred Securities. The provisions of Sections 6, 6 and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Guarantor or its officers officers, of the Trust and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, the Guarantor or the Trust or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 7(e) hereof, and will survive delivery of and payment for the SecuritiesNormal PPS. The provisions of Sections 6, 5(A)(j) and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, indemnities and other statements of the TrustCompany, the Company or its officers and of the Underwriters Initial Purchaser set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or Initial Purchaser, the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Transferor or its the officers of each of them and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Trust or Trust, the Company Transferor or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesCertificates. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Guarantor or its officers officers, of the Trust and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, the Guarantor or the Trust or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 7(e) hereof, and will survive delivery of and payment for the Trust Preferred Securities. The provisions of Sections 6, 5(A)(i) and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Trust or its their respective officers or trustees and of the Underwriters Placement Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Placement Agent, the Company or the Trust or the Company or any of the officers, directorsdirectors or trustees, employeesadministrators, agents or controlling persons referred to in Section 7 hereofpersons, and will survive delivery of and payment for the Debt Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities indemnities, rights of contribution and other statements of the Trust, the Company Xxxxxxxx Parties or its their officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Initial Purchasers or the Trust or the Company Xxxxxxxx Parties or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, --- ------------------------------------------ representations, warranties, indemnities and other statements of the Trust, the Company Partnership Entities or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company Partnership Entities or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation cancelation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 65(k), 7 7, 8 and 13 9 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters Purchaser set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Purchaser or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive the conversion of any Redeemable Securities and the delivery of and payment for the any Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Underwriters or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 5 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 3(m), 5, 6, 7 8, 9 and 13 10 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company or the Company Trust or its officers or Trustees and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Company or the Company Trust or any of the officers, directors, employees, agents trustees or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 6 and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Agents or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of the third paragraph of Section 2(a) hereof and Sections 6, 7 4(h) and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust its affiliates or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 65(m), 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Trust or its their respective officers or trustees and of the Underwriters Purchaser set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Purchaser, the Company or the Trust or the Company or any of the officers, directorsdirectors or trustees, employeesadministrators, agents or controlling persons referred to in Section 7 hereofpersons, and will survive delivery of and payment for the Capital Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Transaction Entities or its any of their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company Transaction Entities or any of the their respective officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Guarantor or its their respective officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Initial Purchasers or the Company and the Guarantor or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Purchaser or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Offered Securities. The provisions of Sections 67, 7 8 and 13 16 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany, the Company TWC or its TBS or any of their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Company, TWC or the Company TBS, or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 6 and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation or statements as to the results thereof made by or on behalf of any Underwriter or the Trust or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 6 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 4(g) and 13 6 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Issuers or its their respective officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Initial Purchasers or the Trust or the Company Issuers or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of Sections 65(n), 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Parent Guarantor or its their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Underwriters or the Company and the Parent Guarantor, or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 65(j), 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Agents or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 6 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 4(j) (with respect to out-of-pocket expenses of the Agents incurred prior to the termination or cancellation of this Agreement) and 13 6 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers or directors and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Offered Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers officers, the Servicer and of the Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Underwriter, the Servicer or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesOffered Certificates. The provisions of Sections 6, 7 and 13 8 hereof and this Section 9 shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany, the Company or its PNMAC and their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or the Company Company, PNMAC or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers officers, of Hynix and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Underwriter, Hynix or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany, the Company ATC or its WCI or any of their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Company, ATC or the Company WCI, or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 6 and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Guarantor or its officers officers, of the Trust and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, the Guarantor or the Trust or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 5(e) and 7 and 13 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the TrustCompany, the Company Great Lakes or its their officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Company or the Company Great Lakes or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust its affiliates or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 65(l), 7 7, 8 and 13 21 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust23 23 Company or its officers, the Company Issuer or its officers, the Seller or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or of the Trust or Company, the Company Issuer, the Seller or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 9 hereof, and will survive delivery of and payment for the SecuritiesTransition Bonds. The provisions of Sections 6, 7 and 13 6 hereof shall survive the termination or cancellation cancelation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Bank or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Trust or Trust, the Company Bank or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesClass B Certificates. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation cancelation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters Underwriter and the Forward Counterparty set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter or , the Trust Forward Counterparty or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters and the Independent Underwriter set forth in or made pursuant to this NY2-739605 Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Independent Underwriter or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 6, Section 7 and 13 8 hereof and this Section 11 shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company Bank or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Trust or Trust, the Company Bank or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the SecuritiesClass A Certificates. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation cancelation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, the Company or its officers and of the Underwriters Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust Purchaser or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7 8 hereof, and will survive the conversion of any Redeemable Securities and the delivery of and payment for the any Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Trust, Company and the Company Guarantor or its their officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Trust or Company, the Company Guarantor or any of the officers, directors, employees, agents or controlling persons referred to in Section 7 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 6, 7 and 13 8 hereof shall survive the termination or cancellation of this Agreement.