Common use of Trustee Fee and Expenses Clause in Contracts

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the Trust Fund for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the Trust Fund for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement and the Mortgage Loans (for which the Master Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Master Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Master Servicer to the Trustee shall be from the Master Servicer’s 's own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The As compensation for its activities under this Agreement, on each Distribution Date the Trustee shall may withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee for that Distribution Date. The Trustee and any director, officer, employee, or agent of the Trustee shall be reimbursed indemnified by the Servicer against any loss, liability, or expense (including reasonable attorney’s fees) (i) resulting from any error in any tax or information return prepared by the Servicer or (ii) incurred in connection with any claim or legal action relating to: (a) this Agreement; (b) the Certificates; or (c) the performance of any of the Trustee’s duties under this Agreement, other than any loss, liability or expense incurred because of willful misfeasance, bad faith or negligence in the performance of any of the Trustee’s duties hereunder or incurred by reason of any action of the Trustee taken at the direction of the Certificateholders under this Agreement. This indemnity shall survive the termination of this Agreement or the resignation or removal of the Trustee under this Agreement. Without limiting the foregoing, except as otherwise agreed upon in writing by the Depositor and the Trustee, and except for any expense, disbursement, or advance arising from the Trust Fund Trustee’s negligence, bad faith, or willful misconduct, the Servicer shall pay or reimburse the Trustee, for all reasonable expenses, disbursements disbursements, and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement with respect to: (not including i) the reasonable compensation, expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents counsel not associated with the closing of the issuance of the Certificates; (ii) the reasonable compensation, expenses, and counseldisbursements of any accountant, engineer, or appraiser that is not regularly employed by the Trustee, to the extent that the Trustee must engage them to perform services under this Agreement; and (iii) printing and engraving expenses in connection with preparing any Definitive Certificates. Except as otherwise provided in this Agreement, the Trustee shall not be entitled to payment or reimbursement for any routine ongoing expenses incurred by the Trustee in the ordinary course of the its duties as Trustee’s performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement Certificate Registrar or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to Paying Agent under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeexpenses. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the Trust Fund for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement and the Mortgage Loans (for which the Master Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Master Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Master Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Master Servicer to the Trustee shall be from the Master Servicer’s 's own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Master Servicer shall pay such fees. The Master Servicer (or the Depositor, if the Trustee shall be reimbursed from becomes the Trust Fund Master Servicer) will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Master Servicer (or the Depositor, if the Trustee becomes the Master Servicer) covenants and agrees to indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. . If the Master Servicer (b) The Servicer agrees to indemnify or the Depositor, if the Trustee from, and hold it harmless against, becomes the Master Servicer) defaults in its obligations to pay or reimburse the Trustee any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided 122 by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the Trust Fund for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s 's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s 's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s 's own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Master Servicer shall pay such fees. The Master Servicer (or the Depositor, if the Trustee shall be reimbursed from becomes the Trust Fund Master Servicer) will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Master Servicer (or the Depositor, if the Trustee becomes the Master Servicer) covenants and agrees to indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any 118 legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. . If the Master Servicer (b) The Servicer agrees to indemnify or the Depositor, if the Trustee from, and hold it harmless against, becomes the Master Servicer) defaults in its obligations to pay or reimburse the Trustee any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Master Servicer shall pay such fees. The Master Servicer (or the Depositor, if the Trustee shall be reimbursed from becomes the Trust Fund Master Servicer) will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Master Servicer (or the Depositor, if the Trustee becomes the Master Servicer) covenants and agrees to 118 indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. . If the Master Servicer (b) The Servicer agrees to indemnify or the Depositor, if the Trustee from, and hold it harmless against, becomes the Master Servicer) defaults in its obligations to pay or reimburse the Trustee any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the Trust Fund for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement and the Mortgage Loans (for which the Master Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Master Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Master Servicer to the Trustee shall be from the Master Servicer’s 's own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided 129 by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and any Trustee Reimbursable Expenses. The Trustee Trustee, and any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, disbursements and advances liability or “unanticipated out-of-pocket” expense incurred or made paid to third parties (which expenses shall not include salaries paid to employees, or allocable overhead, of the Trustee) incurred by the Trustee in accordance with any arising out of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from a Servicer’s actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s reckless disregard of its obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))hereunder. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or and any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Each Servicer agrees to indemnify the indemnification provided Trustee and any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the related Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the related Servicer for actions prior to such resignation or removal. Any payment hereunder made by either Servicer to the Trustee shall be from the related Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) The Trustee shall be further indemnified by the Trust Fund for and held harmless against, any loss, liability or expense arising out of, or in connection with, the provisions set forth in the last paragraph of Section 8.05(a2.01 hereof, including, without limitation, all costs, liabilities and expenses (including reasonable legal fees and expenses) above shall remain in effect for so long as of investigating and defending itself against any series claim, action or proceeding, pending or threatened, relating to the provisions of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstandingsuch paragraph.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or 118 negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. 125 (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The As compensation for its activities under this Agreement, on each Distribution Date the Trustee shall may withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee for that Distribution Date. The Trustee and any director, officer, employee, or agent of the Trustee shall be reimbursed indemnified by the Servicer against any loss, liability, or expense (including reasonable attorney's fees) (i) resulting from any error in any tax or information return prepared by the Servicer or (ii) incurred in connection with any claim or legal action relating to: (a) this Agreement; (b) the Certificates; or (c) the performance of any of the Trustee's duties under this Agreement, other than any loss, liability or expense incurred because of willful misfeasance, bad faith or negligence in the performance of any of the Trustee's duties hereunder or incurred by reason of any action of the Trustee taken at the direction of the Certificateholders under this Agreement. This indemnity shall survive the termination of this Agreement or the resignation or removal of the Trustee under this Agreement. Without limiting the foregoing, except as otherwise agreed upon in writing by the Depositor and the Trustee, and except for any expense, disbursement, or advance arising from the Trust Fund Trustee's negligence, bad faith, or willful misconduct, the Servicer shall pay or reimburse the Trustee, for all reasonable expenses, disbursements disbursements, and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement with respect to: (not including i) the reasonable compensation, expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents counsel not associated with the closing of the issuance of the Certificates; (ii) the reasonable compensation, expenses, and counseldisbursements of any accountant, engineer, or appraiser that is not regularly employed by the Trustee, to the extent that the Trustee must engage them to perform services under this Agreement; and (iii) printing and engraving expenses in connection with preparing any Definitive Certificates. Except as otherwise provided in this Agreement, the Trustee shall not be entitled to payment or reimbursement for any routine ongoing expenses incurred by the Trustee in the ordinary course of the its duties as Trustee’s performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement Certificate Registrar or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to Paying Agent under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeexpenses. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Master Servicer shall pay such fees. The Master Servicer (or the Depositor, if the Trustee shall be reimbursed from becomes the Trust Fund Master Servicer) will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Master 125 Servicer (or the Depositor, if the Trustee becomes the Master Servicer) covenants and agrees to indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. . If the Master Servicer (b) The Servicer agrees to indemnify or the Depositor, if the Trustee from, and hold it harmless against, becomes the Master Servicer) defaults in its obligations to pay or reimburse the Trustee any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The As compensation for its activities under this Agreement, on each Distribution Date the Trustee shall may withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee for that Distribution Date. The Trustee and any director, officer, employee, or agent of the Trustee shall be reimbursed indemnified by the Master Servicer against any loss, liability, or expense (including reasonable attorney’s fees) (i) resulting from any error in any tax or information return prepared by the Master Servicer or (ii) incurred in connection with any claim or legal action relating to: (a) this Agreement, (b) the Certificates, or (c) the performance of any of the Trustee’s duties under this Agreement, other than any loss, liability or expense incurred because of willful misfeasance, bad faith or negligence in the performance of any of the Trustee’s duties hereunder or incurred by reason of any action of the Trustee taken at the direction of the Certificateholders under this Agreement. This indemnity shall survive the termination of this Agreement or the resignation or removal of the Trustee under this Agreement. Without limiting the foregoing, except as otherwise agreed upon in writing by the Depositor and the Trustee, and except for any expense, disbursement, or advance arising from the Trust Fund Trustee’s negligence, bad faith, or willful misconduct, the Master Servicer shall pay or reimburse the Trustee, for all reasonable expenses, disbursements disbursements, and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including with respect to: the reasonable compensation, expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents counsel not associated with the closing of the issuance of the Certificates; the reasonable compensation, expenses, and counseldisbursements of any accountant, engineer, or appraiser that is not regularly employed by the Trustee, to the extent that the Trustee must engage them to perform services under this Agreement; and printing and engraving expenses in connection with preparing any Definitive Certificates. Except as otherwise provided in this Agreement, the Trustee shall not be entitled to payment or reimbursement for any routine ongoing expenses incurred by the Trustee in the ordinary course of the its duties as Trustee’s performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement Certificate Registrar or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to Paying Agent under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeexpenses. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided 124 by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer’s obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the ServicerTrustee’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer’s own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 2 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar year143 Agreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or 130 negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the 155 ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Master Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans, (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) 116 Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Master Servicer agrees to indemnify the indemnification provided Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Master Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Master Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Master Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Master Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans, (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) 107 Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Master Servicer agrees to indemnify the indemnification provided Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Master Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Master Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Master Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. 139 (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided 135 by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the Trust Fund for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of [$25,000 ________________] per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of [$600,000 ________________] per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement and the Mortgage Loans (for which the Master Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Master Servicer pursuant to Section 7.02(a) and any expenses related to “"high cost home loans” " without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Master Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Master Servicer to the Trustee shall be from the Master Servicer’s 's own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided 140 by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer’s obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the ServicerTrustee’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee, the NIMS Insurer or any director, officer, employee or agent of the Trustee or the NIMS Insurer from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer’s own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee in accordance with Section 4.01(a) and, to the extent that the funds therein are at anytime insufficient for such purpose, the Master Servicer shall pay such fees. The Master Servicer (or the Depositor, if the Trustee shall be reimbursed from becomes the Trust Fund Master Servicer) will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Master Servicer (or the Depositor, if the Trustee becomes the Master Servicer) covenants and agrees to indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. . If the Master Servicer (b) The Servicer agrees to indemnify or the Depositor, if the Trustee from, and hold it harmless against, becomes the Master Servicer) defaults in its obligations to pay or reimburse the Trustee any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding3.11(b)(v).

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement 117 from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the Trust Fund for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except 137 any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement and the Mortgage Loans (for which the Master Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Master Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Master Servicer to the Trustee shall be from the Master Servicer’s 's own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising 150 out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. 130 (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from 121 indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Master Servicer shall pay such fees. The Master Servicer (or the Depositor, if the Trustee shall be reimbursed from becomes the Trust Fund Master Servicer) will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Master 133 Servicer (or the Depositor, if the Trustee becomes the Master Servicer) covenants and agrees to indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. . If the Master Servicer (b) The Servicer agrees to indemnify or the Depositor, if the Trustee from, and hold it harmless against, becomes the Master Servicer) defaults in its obligations to pay or reimburse the Trustee any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided 116 by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Master Servicer shall pay such fees. The Master Servicer (or the Depositor, if the Trustee shall be reimbursed from becomes the Trust Fund Master Servicer) will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Master 123 Servicer (or the Depositor, if the Trustee becomes the Master Servicer) covenants and agrees to indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. . If the Master Servicer (b) The Servicer agrees to indemnify or the Depositor, if the Trustee from, and hold it harmless against, becomes the Master Servicer) defaults in its obligations to pay or reimburse the Trustee any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising 132 out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of either Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Each Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the related Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the related Servicer for actions prior to such resignation or removal. Any payment hereunder made by either Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the related Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Seller shall pay such fees. The Seller will pay or reimburse the Trustee shall be reimbursed from the Trust Fund upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Seller covenants and agrees to indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee 122 in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees . If the Seller defaults in its obligations to indemnify pay or reimburse the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The As compensation for its activities under this Agreement, on each Distribution Date the Trustee shall may withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee for that Distribution Date. The Trustee and any director, officer, employee, or agent of the Trustee shall be reimbursed indemnified by the Master Servicer against any loss, liability, or expense (including reasonable attorney’s fees) (i) resulting from any error in any tax or information return prepared by the Master Servicer or (ii) incurred in connection with any claim or legal action relating to: (a) this Agreement, (b) the Certificates, or (c) the performance of any of the Trustee’s duties under this Agreement, other than any loss, liability or expense incurred because of willful misfeasance, bad faith or negligence in the performance of any of the Trustee’s duties hereunder or incurred by reason of any action of the Trustee taken at the direction of the Certificateholders under this Agreement. This indemnity shall survive the termination of this Agreement or the resignation or removal of the Trustee under this Agreement. Without limiting the foregoing, except as otherwise agreed upon in writing by the Depositor and the Trustee, and except for any expense, disbursement, or advance arising from the Trust Fund Trustee’s negligence, bad faith, or willful misconduct, the Master Servicer shall pay or reimburse the Trustee, for all reasonable expenses, disbursements disbursements, and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement with respect to (not including A) the reasonable compensation, expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents counsel not associated with the closing of the issuance of the Certificates, (B) the reasonable compensation, expenses, and counseldisbursements of any accountant, engineer, or appraiser that is not regularly employed by the Trustee, to the extent that the Trustee must engage them to perform services under this Agreement, and (C) printing and engraving expenses in connection with preparing any Definitive Certificates. Except as otherwise provided in this Agreement, the Trustee shall not be entitled to payment or reimbursement for any routine ongoing expenses incurred by the Trustee in the ordinary course of the its duties as Trustee’s performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement Certificate Registrar, or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to Paying Agent under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeexpenses. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from 131 indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not 130 including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Master Servicer shall pay such fees. The Master Servicer (or the Depositor, if the Trustee shall be reimbursed from becomes the Trust Fund Master Servicer) will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Master Servicer (or the Depositor, if the Trustee becomes the Master Servicer) covenants and agrees to indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any 115 legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. . If the Master Servicer (b) The Servicer agrees to indemnify or the Depositor, if the Trustee from, and hold it harmless against, becomes the Master Servicer) defaults in its obligations to pay or reimburse the Trustee any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans 144 for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and any Trustee Reimbursable Expenses. The Trustee Trustee, and any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, disbursements and advances liability or "unanticipated out-of-pocket" expense incurred or made paid to third parties (which expenses shall not include salaries paid to employees, or allocable overhead, of the Trustee) incurred by the Trustee in accordance with any arising out of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))hereunder. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or and any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee and any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Seller shall pay such fees. The Seller will pay or reimburse the Trustee shall be reimbursed from the Trust Fund upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Seller covenants and agrees to indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee 124 in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees . If the Seller defaults in its obligations to indemnify pay or reimburse the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall be entitled to withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from entitled to the Trust Fund Trustee's Fee (which shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) for all reasonable expensesservices rendered by the Trustee in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties hereunder of the Trustee. The Trustee, or any director, officer, employee or agent of the Trustee, shall be indemnified by the Master Servicer (unless the Trustee is the Master Servicer) and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s performance in accordance with the provisions administration of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) that constitutes a specific liability of the Trustee under Article IX of this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))hereunder. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid Any amount payable by the Master Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee paragraph shall be from the Master Servicer’s 's own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that therefor. If the TrusteeMaster Servicer defaults in its obligations to pay or reimburse the Trustee any amount as required under this Section 8.05, or if the Trustee is the Master Servicer, then the Trustee shall be entitled to be paid or reimbursed any director, officer, employee or agent such amount at any time from the assets of the Trustee, may have hereunder Trust Fund consisting of any amounts on deposit at such time in its capacity as such, may be withdrawn by the Trustee from Collection Account or the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's 120 performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of either Master Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Each Master Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the related Master Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the related Master Servicer for actions prior to such resignation or removal. Any payment hereunder made by either Master Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the related Master Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided 134 by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee shall pay a portion of the Trustee Fee to the Custodian as compensation for the Custodian's services under the Custodial Agreement in accordance with a separate fee schedule between the Depositor and the Custodian. In addition, the Trustee shall pay the Custodian amounts from the Distribution Account, if any, required to reimburse the Custodian for expenses, costs and liabilities incurred or reimbursable to it, as such expenses are set forth in writing by the Custodian to the Trustee by the related Determination Date pursuant to the Custodial Agreement. The Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations under Article X hereof. It is understood by the parties hereto that a "claim" as used in the preceding sentence includes any claim for indemnification made by the Custodian under Section 22 of the Custodial Agreement; provided, however, that the Trustee shall not lose any right it may have to indemnification under this Section 8.05 due to the willful misfeasance, bad faith or negligence of the Custodian in the performance of its duties under the Custodial Agreement or by reason of the Custodian's reckless disregard of its obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Custodial Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) . The limitations on foregoing indemnity shall survive the indemnification provided to resignation or removal of the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.Trustee. 146

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans 128 for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans 145 for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided 126 by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee and, to the extent that the funds therein are at anytime insufficient for such purpose, the Master Servicer shall pay such fees. The Master Servicer (or the Depositor, if the Trustee shall be reimbursed from becomes the Trust Fund Master Servicer) will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the reasonable compensation and the expenses and disbursements of its agents counsel and counsel, of all persons not regularly in its employ and any amounts paid by the ordinary course Trustee for the recording of the Trustee’s performance in accordance with the provisions Assignments of this AgreementMortgage pursuant to Section 2.01) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Master Servicer (or the Depositor, if the Trustee becomes the Master Servicer) covenants and agrees to 116 indemnify the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified forfrom, and held hold it harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar yearCertificates, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Servicer’s obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitationshereunder. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. . If the Master Servicer (b) The Servicer agrees to indemnify or the Depositor, if the Trustee from, and hold it harmless against, becomes the Master Servicer) defaults in its obligations to pay or reimburse the Trustee any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties amount as required under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to Section 8.05, the Trustee shall be entitled to be paid or reimbursed such amount at any time from the Servicer’s own funds, without reimbursement from assets of the Trust Fund therefor. (c) Any consisting of any amounts payable to on deposit at such time in the Trustee, Collection Account or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any timeAccount. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time; provided, however, that the indemnification payments or expense reimbursements (other than payments or reimbursements in respect of Servicing Transfer Costs)available to the Trustee under this Section 8.05 shall be limited to $100,000 per calendar year and any amounts in excess of such limit shall be reimbursable to the Trustee as provided in Section 4.01. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from the Trust Fund for all reasonable expensesindemnified by REMIC 1 and held harmless against any loss, liability or expense (not including expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with the acceptance or administration of its obligations and duties under this Agreement, other than any legal action relating to loss, liability or expense (i) resulting from the Servicer's actions or omissions in connection with this Agreement and the Mortgage Loans for which the Trustee is indemnified under Section 8.05(b), (ii) that constitutes a specific liability of the Trustee under this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (iiii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of its obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided 130 by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee or the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. 143 (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the Trust Fund for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement and the Mortgage Loans (for which the Master Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Master Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Master Servicer to the Trustee shall be from the Master Servicer’s 's own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee FeeFee prior to making any distributions to Certificateholders. The Trustee Trustee, or any director, officer, employee or agent of the Trustee, shall be reimbursed from indemnified by the Trust Fund for all reasonable expensesand held harmless against any loss, liability or expense (not including 130 expenses and disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expensesTrustee, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or incurred by the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims arising out of or expenses incurred in connection with any legal action relating to the acceptance or administration of its obligations and duties under this Agreement or the Certificates up to a limit of $600,000 per calendar yearAgreement, other than any loss, liability or expense (i) resulting from a breach of the Servicer's obligations and duties under this Agreement for which the Trustee is indemnified under Section 8.05(b) or (ii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from as a result of a breach of the Servicer’s Trustee's obligations and duties under this Agreement and the Mortgage Loans (for which the Servicer shall indemnify pursuant to Section 8.05(b))Article X hereof. Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Servicer to the Trustee shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee Trustee, in respect of the indemnification provided by this Section 8.058.05(a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. The foregoing indemnity shall survive the resignation or removal of the Trustee. (db) The limitations on Servicer agrees to indemnify the indemnification provided Trustee or any director, officer, employee or agent of the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Servicer's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee and the Servicer for actions prior to such resignation or removal. Any payment hereunder made by the Servicer to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indenturesbe from the Servicer's own funds, as set forth in Section 1.04 remain outstandingwithout reimbursement from the Trust Fund therefor.

Trustee Fee and Expenses. (a) The Trustee shall withdraw from the Distribution Account on each Distribution Date and pay to itself the Trustee Fee. The Trustee shall be reimbursed from the Trust Fund for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement (not including expenses, disbursements and advances incurred or made by the Trustee including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s 's performance in accordance with the provisions of this Agreement) up to a limit of $25,000 per calendar year except 136 any such expense, disbursement or advance as may arise from its negligence or bad faith or which is the responsibility of Certificateholders or the Trustee hereunder. In addition, the Trustee and its officers, directors, employees and agents shall be entitled to be indemnified for, and held harmless by the Trust Fund against, any and all losses, liabilities, damages, claims or expenses incurred in connection with any legal action relating to this Agreement or the Certificates up to a limit of $600,000 per calendar year, other than (i) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence of the Trustee in the performance of its duties hereunder or by reason of the Trustee’s 's reckless disregard of obligations and duties hereunder or (ii) resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement and the Mortgage Loans (for which the Master Servicer shall indemnify pursuant to Section 8.05(b)). Notwithstanding anything herein to the contrary, the Trustee shall be reimbursed from the Trust Fund for all Servicing Transfer Costs not paid by the Servicer pursuant to Section 7.02(a) and any expenses related to “high cost home loans” without regard to any annual limitations. This section shall survive termination of this Agreement or the resignation or removal of any Trustee hereunder. (b) The Master Servicer agrees to indemnify the Trustee from, and hold it harmless against, any loss, liability or expense resulting from a breach of the Master Servicer’s 's obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee. Any payment hereunder made by the Master Servicer to the Trustee shall be from the Master Servicer’s 's own funds, without reimbursement from the Trust Fund therefor. (c) Any amounts payable to the Trustee, or any director, officer, employee or agent of the Trustee in respect of the indemnification provided by this Section 8.05, or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, or any director, officer, employee or agent of the Trustee, may have hereunder in its capacity as such, may be withdrawn by the Trustee from the Distribution Account at any time. (d) The limitations on the indemnification provided to the Trustee set forth in Section 8.05(a) above shall remain in effect for so long as any series of notes issued pursuant to one or more Indentures, as set forth in Section 1.04 remain outstanding.