Common use of Allocation of Servicer Responsibilities Clause in Contracts

Allocation of Servicer Responsibilities. (a) Administration of purchases, Collections and other transactions pertaining to each Transferred Batch shall be performed by the Master Servicer in a manner consistent with the terms of this Agreement. The responsibilities of each Originator to the Master Servicer have been set forth in EXHIBIT III attached hereto. Each Originator shall cooperate fully with the Primary Servicer and the Master Servicer in establishing and maintaining the Transmission of the Account Information, including, without limitation, the matters described in EXHIBIT III, and shall provide promptly to the Master Servicer such other information, to the extent available and otherwise permitted to be provided under applicable law and regulation, that may be necessary or desirable for the administration of Collections on the Batch Accounts as may be requested from time to time. (b) The Company hereby appoints each Originator as its agent for the administration and servicing obligations set forth in EXHIBIT IV hereto with respect to the Accounts sold or transferred by such Originator to the Company hereunder (the "PRIMARY SERVICER RESPONSIBILITIES"), and each Originator hereby accepts such appointment and agrees to perform the Primary Servicer Responsibilities. Each of the Originators hereby contracts its Primary Servicer Responsibilities to the Primary Servicer and appoints the Primary Servicer to act as its agent hereunder, PROVIDED, HOWEVER, that such contracting and appointment shall not relieve any Originator from any of its duties, responsibilities, liabilities and obligations resulting or arising hereunder. The Primary Servicer hereby accepts such appointment and agrees to perform the Primary Servicer Responsibilities on behalf of the Originators. Each of the Originators, the Primary Servicer and the Company hereby acknowledge that the Primary Servicer's appointment is subject to and limited by the Lender's appointment of the Company as its agent for performance of the Primary Servicer Responsibilities under the LSA and the Lender's rights thereunder to replace the Company. The Company may, at any time following the occurrence of a Servicer Termination Event (and shall, without requirement of notice to any party, upon a Servicer Termination Event resulting from the events described in Section 5.03(9) or 0)) appoint another Person to succeed the Primary Servicer as its agent for performance of the Primary Servicer Responsibilities. The Company may, at any time following the occurrence of one or more Servicer Termination Events (and may, without requirement of notice to any party, upon one or more Servicer Termination Events resulting from the events described in Section 5.03(9) or (j)) affecting the Group-Wide Originators (in each case, a "GROUPWIDE SERVICER TERMINATION EVENT"), designate the Master Servicer or any other Person to succeed the Primary Servicer as its agent for performance of the Primary Servicer Responsibilities.

Allocation of Servicer Responsibilities. (a) Administration Tracking of purchases, Collections and other transactions pertaining to each Transferred Batch shall be performed administered by the Master Servicer in a manner consistent with the terms of this Agreement. The responsibilities of each Originator to the Master Providers and the Primary Servicer have been are set forth in EXHIBIT III Exhibit X attached hereto. Each Originator Provider shall cooperate fully with the Primary Servicer and the Master Servicer in establishing and maintaining the Transmission of the Account Receivable Information, including, without limitation, the matters described in EXHIBIT IIIExhibit X, and shall provide promptly to the Master Servicer such other information, to the extent available and otherwise permitted to be provided under applicable law and regulation, that may be information necessary or desirable for the administration of Collections on the Batch Accounts Receivables as may be requested from time to time. (b) The Company Purchaser hereby appoints each Originator NMHC as its agent for the administration and servicing obligations set forth in EXHIBIT IV Exhibit VIII hereto with respect to the Accounts Receivables sold or transferred by such Originator the Providers to the Company Purchaser hereunder (the "PRIMARY SERVICER RESPONSIBILITIESPrimary Servicer Responsibilities"), and each Originator NMHC hereby accepts such appointment and agrees to perform the Primary Servicer Responsibilities. Each Responsibilities on behalf of the Originators hereby contracts its Primary Servicer Responsibilities to the Primary Servicer and appoints the Primary Servicer to act as its agent hereunderProviders; provided, PROVIDED, HOWEVERhowever, that such contracting and appointment shall not relieve release any Originator Provider from any of its duties, responsibilities, liabilities and obligations resulting or arising hereunder. The Each of NMHC, the Providers and the Purchaser hereby acknowledge that NMHC's appointment as Primary Servicer hereby accepts such appointment is expressly limited by and agrees subject to perform Healthco-4's right under the Loan Agreement to replace the Purchaser or its agent as the Primary Servicer Responsibilities on behalf (which replacement may be effectuated through the outplacement to a Person of the Originators. Each of the Originatorsall back office duties, the Primary Servicer including billing, collection and the Company hereby acknowledge that the Primary Servicer's appointment is processing responsibilities, and access to all personnel, hardware and software (subject to and limited by the Lender's appointment of the Company as its agent for performance of the Primary Servicer Responsibilities under the LSA and the Lender's rights thereunder to replace the Companyapplicable license agreements) utilized in connection with such responsibilities). The Company Purchaser may, at any time following the occurrence of a Servicer Termination Event (and shall, without requirement of notice to any party, upon a Servicer Termination Event resulting from the events described in Section 5.03(9clauses (g) or 0)(j) of Exhibit V hereto) or a Group-Wide Event of Termination, appoint another Person (which may be the Master Servicer) to succeed the Primary Servicer NMHC as its agent for performance of the Primary Servicer Responsibilities. The Company mayResponsibilities (which appointment may be effectuated through the outplacement to a Person of all back office duties, at any time following including billing, collection and processing responsibilities, and access to all personnel, hardware and software utilized in connection with such responsibilities). (c) As compensation for the occurrence of one or more Servicer Termination Events (and may, without requirement of notice to any party, upon one or more Servicer Termination Events resulting from the events described in Section 5.03(9) or (j)) affecting the Group-Wide Originators (in each case, a "GROUPWIDE SERVICER TERMINATION EVENT"), designate the Master Servicer or any other Person to succeed the Primary Servicer as its agent for performance of the Primary Servicer Responsibilities, the Providers shall pay NMHC (or the successor Primary Servicer who performs such Primary Servicer Responsibilities) the Primary Servicing Fee.

Allocation of Servicer Responsibilities. (a) Administration Tracking of purchases, Collections and other transactions pertaining to each Transferred Purchased Batch shall be performed administered by the Master Servicer in a manner consistent with the terms of this Agreement. The responsibilities of each Originator the Provider to the Master Servicer have been set forth in EXHIBIT III Exhibit XI attached hereto. Each Originator The Provider shall cooperate fully with the Primary Servicer and the Master Servicer in establishing and maintaining the Transmission of the Account Receivable Information, including, without limitation, the matters described in EXHIBIT IIIExhibit XI, and shall provide promptly to the Master Servicer such other information, to the extent available and otherwise permitted to be provided under applicable law and regulation, that may be necessary or desirable for the administration of Collections on the Batch Accounts Purchased Receivables as may be reasonably requested from time to time. (b) The Company Purchaser hereby appoints each Originator the Provider as its agent for the administration and servicing obligations set forth in EXHIBIT IV Exhibit IX hereto with respect to the Accounts sold or transferred by such Originator to the Company hereunder (the "PRIMARY SERVICER RESPONSIBILITIESPrimary Servicer Responsibilities"), and each Originator the Provider hereby accepts such appointment and agrees to perform the Primary Servicer Responsibilities. Each of the Originators hereby contracts its Primary Servicer Responsibilities to the Primary Servicer and appoints the Primary Servicer to act as its agent hereunder, PROVIDED, HOWEVER, that such contracting and appointment shall not relieve any Originator from any of its duties, responsibilities, liabilities and obligations resulting or arising hereunder. The Primary Servicer hereby accepts such appointment and agrees to perform the Primary Servicer Responsibilities on behalf of the Originators. Each of the Originators, the Primary Servicer and the Company hereby acknowledge that the Primary Servicer's appointment is subject to and limited by the Lender's appointment of the Company as its agent for performance of the Primary Servicer Responsibilities under the LSA and the Lender's rights thereunder to replace the Company. The Company Purchaser may, at any time following the occurrence of a Servicer Termination Event (and shall, without requirement of notice to any party, upon a Servicer Termination Event resulting from the events described in Section 5.03(9) or 0)) appoint another Person to succeed the Primary Servicer as its agent for performance of the Primary Servicer Responsibilities. The Company may, at any time following the occurrence of one or more Servicer Termination Events clauses (and may, without requirement of notice to any party, upon one or more Servicer Termination Events resulting from the events described in Section 5.03(9g) or (j)) affecting the Group-Wide Originators (in each case, a "GROUPWIDE SERVICER TERMINATION EVENT"of Exhibit V hereto), designate the Master Servicer or any other Person to succeed the Primary Servicer Provider as its agent for performance of the Primary Servicer Responsibilities. As compensation for the performance of the Primary Servicer Responsibilities, the Purchaser shall pay to the Provider (or any successor to the Provider who performs such Primary Servicer Responsibilities) an A/R Collection Fee with respect to each Purchased Batch. The A/R Collection Fee with respect to each Purchased Batch shall be payable to the Provider (so long as the Provider is performing the Primary Servicer Responsibilities) on the first Settlement Date on which the Aggregate Batch Discounts for such Purchased Batch have been paid in full in accordance with the provisions of Section 1.04(c) of this Agreement.

Allocation of Servicer Responsibilities. (a) Administration Tracking of purchases, Collections and other transactions pertaining to each Transferred Batch shall be performed administered by the Master Servicer in a manner consistent with the terms of this Agreement. The responsibilities of each Originator the Providers and the Primary Servicer to the Master Servicer have been set forth in EXHIBIT III Exhibit X attached hereto. Each Originator Provider shall cooperate fully with the Primary Servicer and the Master Servicer in establishing and maintaining the Transmission of the Account Receivable Information, including, without limitation, the matters described in EXHIBIT IIIExhibit X, and shall provide promptly to the Master Servicer such other information, to the extent available and otherwise permitted to be provided under applicable law and regulation, that may be information necessary or desirable for the administration of Collections on the Batch Accounts Receivables as may be reasonably requested from time to time. (b) The Company Purchaser hereby appoints each Originator Provider as its agent for the administration and servicing obligations set forth in EXHIBIT IV Exhibit VIII hereto with respect to the Accounts sold or transferred by such Originator Provider to the Company Purchaser hereunder (the "PRIMARY SERVICER RESPONSIBILITIES"), and each Originator Provider hereby accepts such appointment and agrees to perform the Primary Servicer Responsibilities. Each of the Originators Providers hereby contracts its Primary Servicer Responsibilities to the Primary Servicer and appoints the Primary Servicer to act as its agent (in such capacity, the "SERVICER") hereunder, PROVIDEDprovided, HOWEVERhowever, that such contracting and appointment shall not relieve any Originator Provider from any of its duties, responsibilities, liabilities and obligations resulting or arising hereunder. The Primary Servicer hereby accepts such appointment as Servicer and agrees to perform the Primary Servicer Responsibilities on behalf of the OriginatorsProviders. Each of the OriginatorsProviders, the Primary Servicer and the Company Purchaser hereby acknowledge that the Primary Servicer's appointment is subject to and limited by the LenderHealthco-4's appointment of the Company Purchaser as its agent for performance of the Primary Servicer Responsibilities under the LSA Loan Agreement and the LenderHealthco-4's rights thereunder to replace the CompanyPurchaser (which replacement may be effectuated through the outplacement to a qualified and experienced third-party of all back office duties, including billing, collection and processing responsibilities, and access to all personnel, hardware and software utilized in connection with such responsibilities). The Company Purchaser may, at any time following the occurrence of a Servicer Termination Event (and shall, without requirement of notice to any party, upon a Servicer Termination Event resulting from the events described in Section 5.03(9clauses (g) or 0)(i) of Exhibit V hereto) appoint another Person to succeed the Primary Servicer as its agent for performance of the Primary Servicer ResponsibilitiesResponsibilities (which appointment may be effectuated through the outplacement to a qualified and experienced third-party of all back office duties, including billing, collection and processing responsibilities, and access to all personnel, hardware and software utilized in connection with such responsibilities). The Company Purchaser may, at any time following the occurrence of one or more Servicer Termination Events (and may, without requirement of notice to any party, upon one or more Servicer Termination Events resulting from the events described in Section 5.03(9clauses (g) or (j)i) of Exhibit V hereto) affecting the Group-Wide Originators Providers that have sold or contributed to the Purchaser more than 20% of the Batch Receivables (whether or not purchased) in the prior ninety days (or the number of days from the date of this Agreement to such date, if less than ninety days) (in each case, a "GROUPWIDE GROUP-WIDE SERVICER TERMINATION EVENT"), designate the Master Servicer or any other Person to succeed the Primary Servicer as its agent for performance of the Primary Servicer Responsibilities. (c) As compensation for the performance of the Primary Servicer Responsibilities, the Servicer (or the successor Servicer who performs such Primary Servicer Responsibilities) shall be entitled to a Primary Servicing Fee with respect to each Purchased Batch serviced by it; provided that the Primary Servicing Fee shall be payable solely, to the extent received, from a similar fee payable by Healthco-4 to the Purchaser, and, to the extent not received, the Servicer hereby waives its right to receive it.

Allocation of Servicer Responsibilities. (a) Administration Tracking of purchases, Collections and other transactions pertaining to each Transferred Batch shall be performed administered by the Master Servicer in a manner consistent with the terms of this Agreement. The responsibilities of each Originator to the Providers, the Primary Servicer and the Master Servicer have been are set forth in EXHIBIT III Exhibit X attached hereto. Each Originator Provider shall cooperate fully with the Primary Servicer and the Master Servicer in establishing and maintaining the Transmission of the Account Receivable Information, including, without limitation, the matters described in EXHIBIT IIIExhibit X, and shall provide promptly to the Master Servicer such other information, to the extent available and otherwise permitted to be provided under applicable law and regulation, that may be information necessary or desirable for the administration of Collections on the Batch Accounts Receivables as may be requested from time to time. (ba) The Company Purchaser hereby appoints each Originator Five Star as its agent for the administration and servicing obligations set forth in EXHIBIT IV Exhibit VIII hereto with respect to the Accounts Receivables sold or transferred by such Originator the Providers to the Company Purchaser hereunder (the "PRIMARY SERVICER RESPONSIBILITIESPrimary Servicer Responsibilities"), and each Originator Five Star hereby accepts such appointment and agrees to perform the Primary Servicer Responsibilities. Each Responsibilities on behalf of the Originators hereby contracts its Primary Servicer Responsibilities to the Primary Servicer and appoints the Primary Servicer to act as its agent hereunderProviders; provided, PROVIDED, HOWEVERhowever, that such contracting and appointment shall not relieve release any Originator Provider from any of its duties, responsibilities, liabilities and obligations resulting or arising hereunder. The Each of Five Star, the Providers and the Purchaser hereby acknowledge that Five Star's appointment as Primary Servicer hereby accepts such appointment is expressly limited by and agrees subject to perform the Program Manager's right as specified by the Loan Agreement to replace the Purchaser or its agent as the Primary Servicer Responsibilities on behalf (which replacement may be effectuated through the outplacement to a Person of all back office duties, including billing, collection and processing responsibilities, and access to all personnel, hardware and software utilized in connection with such responsibilities). The Purchaser may, with the consent of the Originators. Each of the Originators, the Primary Servicer and the Company hereby acknowledge that the Primary Servicer's appointment is subject to and limited by the Lender's appointment of the Company as its agent for performance of the Primary Servicer Responsibilities under the LSA and the Lender's rights thereunder to replace the Company. The Company mayProgram Manager, at any time following the occurrence of a Servicer Termination Event (and shall, without requirement of notice to any party, upon a Servicer Termination Event resulting from the events described in Section 5.03(9clauses (g) or 0)(j) of Exhibit V hereto) or a Group-Wide Event of Termination, appoint another Person (which may be the Master Servicer) to succeed the Primary Servicer Five Star as its agent for performance of the Primary Servicer Responsibilities. The Company mayResponsibilities (which appointment may be effectuated through the outplacement to a Person of all back office duties, at any time following including billing, collection and processing responsibilities, and access to all personnel, hardware and software utilized in connection with such responsibilities). (b) As compensation for the occurrence of one or more Servicer Termination Events (and may, without requirement of notice to any party, upon one or more Servicer Termination Events resulting from the events described in Section 5.03(9) or (j)) affecting the Group-Wide Originators (in each case, a "GROUPWIDE SERVICER TERMINATION EVENT"), designate the Master Servicer or any other Person to succeed the Primary Servicer as its agent for performance of the Primary Servicer Responsibilities, the Providers shall pay Five Star (or the successor Primary Servicer who performs such Primary Servicer Responsibilities) the Primary Servicing Fee.