Trustee's Expenses. The Trustee will be entitled to recover from the Distribution Account pursuant to Section 4.05, all reasonable out of pocket expenses, disbursements and advances and the expenses of the Trustee in connection with any Event of Default (or anything related thereto, including any determination that an Event of Default does or does not exist), any breach of this Agreement or any claim or legal action (including any pending or threatened claim or legal action) incurred or made by the Trustee in the administration of the trusts hereunder (including the reasonable compensation, expenses and disbursements of its counsel) except any such expense, disbursement or advance as may arise from its negligence or intentional misconduct or which is the responsibility of the Certificateholders hereunder. If funds in the Distribution Account are insufficient therefor, the Trustee shall recover such expenses, disbursements or advances from the Depositor and the Depositor hereby agrees to pay such expenses, disbursements or advances. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust.
Trustee's Expenses. The Trustees shall be entitled to reimbursement of all reasonable fees and expenses of counsel, taxes and other expenses reasonably incurred by the Trustees in the performance of their duties under this Agreement, which reimbursement shall be made promptly by the Company after the incurrence of such expenses.
Trustee's Expenses. The Trustee shall be reimbursed by the Company for its initial and annual fees pursuant to the fee letter dated as of March 5, 1998, and all reasonable out-of-pocket expenses (including its reasonable attorneys' fees) incurred pursuant to this Agreement.
Trustee's Expenses. The Trustee and any director, officer, employee or agent of the Trustee shall be indemnified by the Trust and held harmless against any loss, liability or expense (including reasonable attorney's fees) (i) incurred in connection with any claim or legal action relating to (a) this Agreement or (b) the Certificates, (ii) incurred in connection with the performance of any of the Trustee's duties hereunder, other than any loss, liability or expense (x) incurred by reason of willful misfeasance, bad faith or negligence in the performance of any of the Trustee's duties hereunder, (y) incurred by reason of any action of the Trustee taken at the direction of the Certificateholders, or (z) which would not constitute an "unanticipated expense incurred by the REMIC" within the meaning of Treasury Regulations Section 1.860G-1(b)(3)(ii) and (iii) resulting from any error in any tax or information return prepared by the Servicer. Such indemnity shall survive the termination of this Agreement or the resignation or removal of the Trustee hereunder. Without limiting the foregoing, and except for any such expense, disbursement or advance as may arise from the Trustee's negligence, bad faith or willful misconduct, or which would not be an "unanticipated expense" within the meaning of the second preceding sentence, the Trustee shall be reimbursed by the Trust for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement with respect to: (A) the reasonable compensation and the expenses and disbursements of its counsel not associated with the closing of the issuance of the Certificates, (B) the reasonable compensation, expenses and disbursements of any accountant, engineer, appraiser or other agent that is not regularly employed by the Trustee, to the extent that the Trustee must engage such Persons to perform acts or services hereunder and (C) printing and engraving expenses in connection with preparing any Definitive Certificates. Except as otherwise provided herein, the Trustee shall not be entitled to payment or reimbursement for any routine ongoing expenses incurred by the Trustee in the ordinary course of its duties as Trustee, registrar or paying agent hereunder or for any other expenses. The Trust shall fulfill such indemnification obligation from amounts on deposit from time to time in the Distribution Account.
Trustee's Expenses. The Trustee shall pay, at its own cost, any recurring and reasonably anticipated expenses incurred in connection with the performance of its obligations and duties under this Agreement, and shall not be otherwise entitled to reimbursement for any expenses except as specifically provided for in this Agreement, including without limitation in Sections 2.03(c), 3.01, 5.06, 5.08 and 6.02 of this Agreement. Except as provided above, no provision of this Agreement or of the Certificates shall require the Trustee to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder or thereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it.
Trustee's Expenses. 25.1 Any Trustee may receive reimbursement from the Trust Fund of any expenses, costs and other liabilities including without prejudice to the generality of the foregoing liabilities to taxation incurred by him purely by reason of his duties relating to this Trust.
Trustee's Expenses. Section 9.12
Trustee's Expenses. The Trustee shall be entitled to reimbursement for all reasonable expenses, disbursements incurred or made by the Trustee in accordance with any of the provisions of the Trust Agreement (including but not limited to the reasonable compensation and the expenses and disbursements of its counsel and of all persons not regularly in its employ) except any such expense, disbursement or advance as may arise from its negligence, bad faith, willful misconduct or breach of contract by the Trustee. The Trustee and any director, officer, employee or agent of the Trustee shall be indemnified and held harmless by the Trust against any loss, liability or expense thereof, including reasonable attorney’s fees, incurred, arising out of or in connection with the Trust Agreement (including but not limited to the provisions of Section 2.01 thereof), any custody agreement or the Certificates, including, but not limited to, any such loss, liability, or expense incurred in connection with any legal action against the Trust or the Trustee or any director, officer, employee or agent thereof, or the performance of any of the Trustee’s duties under the Trust Agreement other than any loss, liability or expense incurred by reason of willful misfeasance, bad faith, negligence, willful misconduct or breach of contract in the performance of duties under the Trust Agreement or by reason of reckless disregard of obligations and duties under the Trust Agreement. The provisions of this Section 9.05 shall survive the resignation or removal of the Trustee.
Trustee's Expenses. The Bank from time to time at the request of the Trustee shall pay to the Trustee, otherwise than out of sinking fund moneys, the cost of giving notice of redemption of 1987 Debentures in lieu of sinking fund payments as provided in Section 6.04 or out of sinking fund moneys as provided in Section 6.05 and any other expenses incurred in connection with the operation of the sinking fund, the intention being that the sinking fund shall not be charged with such expenses.
Trustee's Expenses. The Developer hereby agrees to pay to the Trustee, in addition to the amounts payable hereunder, the Trustee's Expenses required to be paid pursuant to the Indenture, as provided in Section 4.01(d) hereof.
