Servicer Indemnities. (a) Without limiting any other rights that the Agent or any Secured Party may have hereunder or under applicable law, the Servicer hereby agrees to indemnify (and pay upon demand to) each Indemnified Party for Indemnified Amounts actually awarded against or incurred by any of them arising out of or as a result of any Covered Servicing Matters (as defined below), excluding, however:
Servicer Indemnities. CFC shall indemnify, defend and hold harmless the Administrative Agent and the Purchaser, and each of their respective officers, directors, employees and agents from and against any loss, liability or expense arising from the use, ownership or operation by CFC or any of its Affiliates of a Financed Vehicle or CFC's willful misfeasance or negligence in the performance of its duties under this Agreement (as Servicer or otherwise).
Servicer Indemnities. 22 ARTICLE IX ADMINISTRATIVE AGENT................................23
Servicer Indemnities. The Servicer agrees to indemnify each Indemnified Party for Indemnified Amounts arising out of or resulting from any of the following:
Servicer Indemnities. Without limiting any other rights that any Indemnified Party may have hereunder or under applicable law, the Servicer hereby agrees to indemnify each Indemnified Party from and against any and all Indemnified Amounts relating to or resulting from:
Servicer Indemnities. The Servicer agrees to indemnify, defend and save harmless each Indemnified Party (to the extent not paid by the Originator pursuant to the Receivables Sale Agreement), other than for the gross negligence or willful misconduct of or breach of the Transaction Documents by such Indemnified Party, forthwith on demand, from and against any and all losses, claims, damages, liabilities, costs and expenses (including all reasonable attorneys’ fees and expenses, the reasonable expenses of settlement, litigation or preparation therefor and, in the case of a Purchaser or the Administrative Agent, reasonable expenses incurred by its credit recovery group (or any successors thereto)) which any Indemnified Party may incur or which may be asserted against any Indemnified Party by any Person (including any Obligor, the Servicer or any other Person whether on its own behalf or derivatively on behalf of the Servicer) arising from or incurred in connection with:
Servicer Indemnities. 15 --------------------
Servicer Indemnities. The Servicer shall honor -------------------- its payment and indemnity obligations provided in Sections 4.1(b), 5.7(a) and 5.7(b) of the Trust Agreement and Section 3.6 of this Agreement. In the event that the Servicer shall fail to honor any such obligations, then any Person, other than the Affiliates of the Servicer, entitled to payment or indemnity thereunder shall be entitled to be paid out of any Trust Assets allocated to the General Interest or any cash flows with respect to any Portfolio Interest in which the Servicer or any Affiliate of the Servicer has any rights (but only to the extent of the rights the Servicer or its Affiliates has to receive such cash flows and excluding any servicing fee (not to exceed 2% per annum multiplied by the outstanding lease balance of the assets serviced) payable in respect of any such Portfolio Interest). In the event that any Person other than the Servicer and its Affiliates shall suffer any loss as a result of the failure of the Servicer to honor such obligations, then such Person shall be reimbursed for such loss (plus interest thereon at a rate equal to the applicable interest rate specified in the applicable Transaction Documents) out of any Trust Assets allocated to the General Interest or any cash flows with respect to any Portfolio Interest in which the Servicer or any Affiliate of the Servicer has any rights (but only to the extent of the rights the Servicer or its Affiliates has to receive such cash flows and excluding any servicing fee (not to exceed 2% per annum multiplied by the outstanding lease balance of the assets serviced) payable in respect of any other Portfolio Interest) prior to any payment of any amounts to the Servicer or its Affiliates in respect of such Trust Assets.
Servicer Indemnities. The Servicer agrees to indemnify, defend and save harmless each Indemnified Party, other than for the gross negligence, bad faith or willful misconduct of such Indemnified Party and any of its Related Parties, forthwith on demand, from and against any and all losses, claims, damages, liabilities, costs and expenses (including all reasonable attorneys’ fees and expenses, reasonable expenses incurred by its respective credit recovery groups (or any successors thereto) and reasonable expenses of settlement, litigation or preparation therefor) which any Indemnified Party may incur or which may be asserted against any Indemnified Party by any Person (including any Obligor or any other Person whether on its own behalf or derivatively on behalf of the Servicer) arising from or incurred in connection with:
Servicer Indemnities. 61 Section 11.02 Increased Cost and Reduced Return...........................................................62 Section 11.03 Taxes.......................................................................................63 -iv- 102 TABLE OF CONTENTS (CONTINUED) PAGE
