Common use of Servicer Indemnification of the Issuer, the Owner Trustee and the Indenture Trustee Clause in Contracts

Servicer Indemnification of the Issuer, the Owner Trustee and the Indenture Trustee. Subject to SECTION 6.03, the Servicer shall indemnify and hold harmless each of the Issuer, the Owner Trustee (as such and in its individual capacity), the Indenture Trustee and any trustees predecessor thereto (including the Indenture Trustee in its capacity as Note Registrar or as Paying Agent) and their respective directors, officers, employees, partners, members or managers and agents from and against any and all loss, liability, claim, expense, damage or injury suffered or sustained by reason of (a) any acts or omissions of the Servicer with respect to the Issuer in breach of this Agreement or (b) the administration by the Owner Trustee of the Issuer (in the case of clause (a) or (b), other than such as may arise from the negligence or willful misconduct of the Owner Trustee or the Indenture Trustee, as applicable), including any judgment, award, settlement, reasonable attorneys' fees and other costs or expenses incurred in connection with the defense of any action, Proceeding or claim. Indemnification pursuant to this SECTION 6.04 shall not be payable from the Transferred Assets. The Servicer's obligations under this SECTION 6.04 shall survive the termination of this Agreement or the Issuer or the earlier removal or resignation of the Owner Trustee or the Indenture Trustee, as applicable.

Servicer Indemnification of the Issuer, the Owner Trustee and the Indenture Trustee. Subject to SECTION Section 6.03, the Servicer shall indemnify and hold harmless each of the Issuer, the Owner Trustee (as such and in its individual capacity), the Indenture Trustee and any trustees predecessor thereto (including the Indenture Trustee in its capacity as Note Registrar or as Paying Agent) and their respective directors, officers, employees, partners, members or managers and agents from and against any and all loss, liability, claim, expense, damage or injury suffered or sustained by reason of (a) any acts or omissions of the Servicer with respect to the Issuer in breach of this Agreement or (b) the administration by the Owner Trustee of the Issuer (in the case of clause (a) or (b), other than such as may arise from the negligence or willful misconduct of the Owner Trustee or the Indenture Trustee, as applicable), including any judgment, award, settlement, reasonable attorneys' fees and other costs or expenses incurred in connection with the defense of any action, Proceeding or claim. Indemnification pursuant to this SECTION Section 6.04 shall not be payable from the Transferred Assets. The Servicer's obligations under this SECTION Section 6.04 shall survive the termination of this Agreement or the Issuer or the earlier removal or resignation of the Owner Trustee or the Indenture Trustee, as applicable.