Servicing of the Assets Sample Clauses

Servicing of the Assets. We will service the Assets to which each Participation relates with the same degree of care as we exercise with respect to similar loans and participations held by us for our own account, provided, that, we will not be liable for any error of judgment or for any action taken or omitted to be taken by us, except for gross negligence or willful misconduct. Without limitation of the generality of the foregoing, we (a) may consult with legal counsel, including counsel for any Borrower, Lender or guarantor of any Asset ("Guarantor"), independent public accountants or experts, and shall not be liable for any action taken in good faith or omitted to be taken in good faith by us in accordance with the advice of such counsel, accountants or experts, (b) make no warranty or representation and shall not be responsible for any statement, warranty or representation made by any Borrower, Lender or Guarantor in connection with any Asset or in or in connection with any document relating to any Asset or for the financial condition of any Borrower, Lender or Guarantor or for the value of any collateral, (c) shall not be responsible for the performance or observance by any Borrower, Lender or Guarantor of any of the terms, covenants or conditions of any loan or other document evidencing or relating to any Asset and shall not have any duty to inspect the property (including the books and records) of any Borrower, Lender or Guarantor, (d) make no warranty or representation and shall not be responsible for the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any loan or other document evidencing or relating to any Asset or any collateral for any Asset, (e) make no representation or warranty concerning the value or existence of any collateral or the perfection or enforceability of any security interests, and (f) shall incur no liability in respect of any Asset or under any loan or other document evidencing or relating to any Asset or in respect of any collateral for any Asset by acting upon any notice, consent, certificate or other instrument or writing believed by us to be genuine and signed or sent by the proper party. We shall not, without your prior written consent, agree to the modification or waiver of any of the terms of any loan or other document evidencing or relating to any Asset, consent to any action or failure to act by any Borrower, Lender or Guarantor, or exercise any rights which we may have in respect of any Asset ...
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Servicing of the Assets. (a) Subject to the limitations imposed by the terms and conditions of Article VI herein, Seller shall have full power and authority, acting alone, to do any and all things in connection with such servicing and administration of the Assets which Seller may deem necessary or desirable, consistent with the terms of this Agreement and Accepted Servicing Practices. During the period between the Closing Date and the Servicing Transfer Date, Seller shall not, without the prior written consent of Purchaser (i) modify a Loan (including, without limitation, a release of any collateral or any party from liability on or with respect to such Loan), (ii) forgive principal in respect of any Loan, (iii) accept a deed in lieu of foreclosure with respect to any Loan, (iv) conduct any short sale in respect of any Mortgaged Property, (v) commence any foreclosure with respect to any Loan or bankruptcy proceeding against any Obligor, (vi) settle or compromise any condemnation or insurance claim or proceeding, (vii) settle or compromise, or make any offers to settle or compromise, any existing litigation or other proceedings in respect of any of the Loans, or (viii) take any action to materially impair any interest of Seller or Purchaser in the Loans, other than any matters described in clauses (i) through (vii) disclosed in writing to Purchaser prior to the Closing Date (the foregoing (i) – (viii), collectively, the “Major Decisions”).
Sample 1
Servicing of the Assets. The Assets are being sold on a servicing- released basis. It is hereby understood and agreed by the Purchaser that the Mortgage Loans will be serviced by the Interim Servicer, on the Purchaser’s behalf, after the Conveyance Date pursuant to a separate and definitive servicing agreement between the Purchaser and the Interim Servicer. The Purchaser accepts and agrees that, except as set forth herein, in no event shall the Purchaser have any rights against the Seller or Representation and Warranty Provider relating to the servicing of the Assets. For the avoidance of doubt, neither the Seller nor the Representation and Warranty Provider shall have any obligation to perform (or cause, or pay for, the performance of) any servicing activities with respect to the Assets from and after the Conveyance Date, and neither the Seller nor the Representation and Warranty Provider will be under any obligation to pay or reimburse the Interim Servicer and/or the Purchaser for any fees or expenses, Servicing Advances, corporate advances or escrow advances incurred or relating to the period after the Cut-off Date.
Sample 1
Servicing of the Assets 
Sample 1Sample 2Sample 3

Related to Servicing of the Assets

  • Servicing of the Mortgage Loans Section 3.01.

  • Servicing of the Mortgage Loan (a) Each Note Holder acknowledges and agrees that, subject in each case to this Agreement, the Mortgage Loan shall be serviced from and after the Lead Securitization Date by the Master Servicer and the Special Servicer pursuant to the terms of this Agreement and the Lead Securitization Servicing Agreement; provided that the Master Servicer shall not be obligated to advance monthly payments of principal or interest in respect of any Note other than the Lead Securitization Note(s) if such principal or interest is not paid by the Mortgage Loan Borrower but shall be obligated to advance delinquent real estate taxes, insurance premiums and other expenses related to the maintenance of the Mortgaged Property and maintenance and enforcement of the lien of the Mortgage thereon, subject to the terms of the Lead Securitization Servicing Agreement; provided, further, that, when appointed, the Special Servicer has the required Special Servicer Rating from each Rating Agency then rating a Securitization. Each Note Holder acknowledges that any other Note Holder may elect, in its sole discretion, to include its Note in a Securitization and agrees that it will, subject to Section 26, reasonably cooperate with such other Note Holder, at such other Note Holder’s expense, to effect such Securitization. Subject to the terms and conditions of this Agreement, each Note Holder hereby irrevocably and unconditionally consents to the appointment of the Master Servicer and the Trustee under the Lead Securitization Servicing Agreement by the Depositor and the appointment of the Special Servicer by the Controlling Note Holder and agrees to reasonably cooperate with the Master Servicer and the Special Servicer with respect to the servicing of the Mortgage Loan in accordance with the Lead Securitization Servicing Agreement. Each Note Holder hereby appoints the Master Servicer, the Special Servicer and the Trustee in the Lead Securitization as such Note Holder’s attorney-in-fact to sign any documents reasonably required with respect to the administration and servicing of the Mortgage Loan on its behalf under the Lead Securitization Servicing Agreement (subject at all times to the rights of such Note Holder set forth herein and in the Lead Securitization Servicing Agreement). The Lead Securitization Servicing Agreement shall not limit the Servicer in enforcing the rights of one Note Holder against any other Note Holder as may be required in order to service the Mortgage Loan as contemplated by this Agreement and the Lead Securitization Servicing Agreement; provided, that it is also understood and agreed that nothing in this sentence shall be construed to otherwise limit the rights of one Note Holder with respect to any other Note Holder. Each Servicer shall be required pursuant to the Lead Securitization Servicing Agreement (i) to service the Mortgage Loan in accordance with the Servicing Standard, the terms of the Mortgage Loan Documents, the Lead Securitization Servicing Agreement and applicable law, (ii) to provide information to each servicer under each Non-Lead Securitization Servicing Agreement necessary to enable each such servicer to perform its servicing duties under such Non-Lead Securitization Servicing Agreement, and (iii) to not take any action or refrain from taking any action or follow any direction inconsistent with the foregoing.

  • Servicing of Contracts ..53 Section 5.01 Initial Servicer's Appointment and Acceptance; Responsibility for Contract Administration.............................................................................53 Section 5.02

  • ADMINISTRATION AND SERVICING OF THE MORTGAGE LOANS Section 3.01 The Master Servicer to act as Master Servicer.

  • Servicing of Receivables The Master Servicer shall service the Receivables as required by the terms of this Agreement and in material compliance with its standard and customary procedures for servicing all its other comparable motor vehicle receivables and in compliance with applicable law; and

  • of the Interim Servicing Agreement All individual insurance policies contain a standard mortgagee clause naming the Seller and its successors and assigns as mortgagee, and all premiums thereon have been paid. The Mortgage obligates the Mortgagor thereunder to maintain the hazard insurance policy at the Mortgagor's cost and expense, and on the Mortgagor's failure to do so, authorizes the holder of the Mortgage to obtain and maintain such insurance at such Mortgagor's cost and expense, and to seek reimbursement therefor from the Mortgagor. Where required by state law or regulation, the Mortgagor has been given an opportunity to choose the carrier of the required hazard insurance, provided the policy is not a "master" or "blanket" hazard insurance policy covering a condominium, or any hazard insurance policy covering the common facilities of a planned unit development. The hazard insurance policy is the valid and binding obligation of the insurer, is in full force and effect, and will be in full force and effect and inure to the benefit of the Purchaser upon the consummation of the transactions contemplated by this Agreement. The Seller has not engaged in, and has no knowledge of the Mortgagor's having engaged in, any act or omission which would impair the coverage of any such policy, the benefits of the endorsement provided for herein, or the validity and binding effect of either including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Seller;

  • Administration and Servicing of the Trust Fund Section 3.01 Master Servicer to Act as Master Servicer; Special

  • Administration and Servicing of Receivables SECTION 4.1

  • Administration and Servicing of Contracts Section 6.01 [Reserved].

  • Sub-Servicing Agreements Between the Master Servicer and Sub-Servicers (a) The Master Servicer may enter into Sub-Servicing Agreements (provided that such agreements would not result in a withdrawal or a downgrading by the Rating Agency of the rating on any Class of Certificates) with Sub-Servicers, for the servicing and administration of the Mortgage Loans. Notwithstanding any other provision of this Agreement, the Master Servicer shall not be precluded from selling all or part of the Servicing Fee relating to any Mortgage Loans to any Sub-Servicer, provided that with respect to any Mortgage Loan as to which the Master Servicer sells all or a part of the related Servicing Fee, the Master Servicer shall retain full responsibility under this Agreement for the servicing activities relating to such Mortgage Loan. Each Sub-Servicer shall be (i) authorized to transact business in the state or states in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Sub-Servicer to perform its obligations hereunder and under the Sub-Servicing Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution the deposit accounts of which are insured by the FDIC and (iii) a Fxxxxxx Mac or Fxxxxx Mae approved mortgage servicer. Each Sub-Servicing Agreement must impose on the Sub-Servicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Master Servicer will examine each Sub-Servicing Agreement and will be familiar with the terms thereof. The terms of any Sub-Servicing Agreement will not be inconsistent with any of the provisions of this Agreement. The Master Servicer and the Sub-Servicers may enter into and make amendments to the Sub-Servicing Agreements or enter into different forms of Sub-Servicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and not violate the provisions of this Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Certificateholders, without the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any variation without the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights from the provisions set forth in Section 3.08 relating to insurance or priority requirements of Sub-Servicing Accounts, or credits and charges to the Sub-Servicing Accounts or the timing and amount of remittances by the Sub-Servicers to the Master Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Master Servicer shall deliver to the Trustee copies of all Sub-Servicing Agreements, and any amendments or modifications thereof, promptly upon the Master Servicer’s execution and delivery of such instruments.

Time is Money Join Law Insider Premium to draft better contracts faster.