Common use of Appointment and Acceptance as Servicer Clause in Contracts

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer, the Manager is hereby appointed (and xxxxxx accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets and any Collateral. Until such time as the Company is wound up pursuant to Section 9.2, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Agreement, the Manager will, with respect to each Asset or Group of Assets, from and after the Closing Date, be responsible for (and hereby assumes responsibility for) Servicing in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c), the Manager must cause the Assets (including, for all purposes under this Article XII, the related Collateral) to be serviced as follows: (i) such Asset will, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2), and except as provided in the immediately following clause (ii) or as otherwise expressly permitted by the Initial Member, be Serviced by or through the Servicer appointed in accordance with Section 12.3 below, and (ii) following the replacement of the Servicer as a result of an Event of Default, the Assets will be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing following the Closing Date must be performed in accordance with the terms of the Transfer Agreement and this Article XII. (b) [Intentionally Omitted].

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Contribution Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer), the Manager is hereby xxxxxx appointed (and xxxxxx hereby accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets Loans and any Underlying Collateral. Until such time as the Company is wound up dissolved and liquidated pursuant to Section 9.2Article IX, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Contribution Agreement, the Manager willshall, with respect to each Asset Loan or Group of AssetsLoans, from and after the Closing DateServicing Transfer Date with respect thereto, be responsible for (and hereby assumes responsibility for) Servicing servicing, administering, managing and disposing of the Loans and the Underlying Collateral in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII 12.2 (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”) and the other provisions of this Article XII, including the provisions of Section 12.3 (which require that servicing be performed through one or more Qualified Servicers). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c)Contribution Agreement, the Manager must shall cause the Assets Loans (including, for all purposes under this Article XII, the related Underlying Collateral) to be serviced as follows: (ia) such Asset willLoan shall, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2), and except as provided in the immediately following clause subsection (ii) or as otherwise expressly permitted b), be serviced by the Initial Member, be Serviced by or through the Servicer Servicer(s) appointed in accordance with Section 12.3 below, and (iib) following the replacement of the Servicer as a result of an Event of Default, the Assets will Loans shall be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing servicing of Loans following the Closing Date must shall be performed in accordance with the terms of the Transfer Contribution Agreement and this Article XII. (b) [Intentionally Omitted].

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Contribution Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer), the Manager is hereby appointed (and xxxxxx hereby accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets Loans and any Underlying Collateral. Until such time as the Company is wound up dissolved and liquidated pursuant to Section 9.2Article IX, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Contribution Agreement, the Manager willshall, with respect to each Asset Loan or Group of AssetsLoans, from and after the Closing DateServicing Transfer Date with respect thereto, be responsible for (and hereby assumes responsibility for) Servicing servicing, administering, managing and disposing of the Loans and the Underlying Collateral in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII 12.2 (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”) and the other provisions of this Article XII, including the provisions of Section 12.3 (which require that servicing be performed through one or more Qualified Servicers). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c)Contribution Agreement, the Manager must shall cause the Assets Loans (including, for all purposes under this Article XII, the related Underlying Collateral) to be serviced as follows: (ia) such Asset willLoan shall, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2), and except as provided in the immediately following clause subsection (ii) or as otherwise expressly permitted b), be serviced by the Initial Member, be Serviced by or through the Servicer Servicer(s) appointed in accordance with Section 12.3 below, and (iib) following the replacement of the Servicer as a result of an Event of Default, the Assets will Loans shall be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing servicing of Loans following the Closing Date must shall be performed in accordance with the terms of the Transfer Contribution Agreement and this Article XII. (b) [Intentionally Omitted].

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Contribution Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer), the Manager is hereby xxxxxx appointed (and xxxxxx hereby accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets Loans and any Collateral. Until such time as the Company is wound up dissolved and liquidated pursuant to Section 9.2Article IX, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Contribution Agreement, the Manager willshall, with respect to each Asset Loan or Group of AssetsLoans, from and after the Closing DateServicing Transfer Date with respect thereto, be responsible for (and hereby assumes responsibility for) Servicing servicing, administering, managing and disposing of the Loans and the Collateral in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII 12.2 (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”) and the other provisions of this Article XII, including the provisions of Section 12.3 (which require that servicing be performed through one or more Qualified Servicers). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c)Contribution Agreement, the Manager must shall cause the Assets Loans (including, for all purposes under this Article XII, the related Collateral) to be serviced as follows: (ia) such Asset willLoan shall, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2), and except as provided in the immediately following clause subsection (ii) or as otherwise expressly permitted b), be serviced by the Initial Member, be Serviced by or through the Servicer Servicer(s) appointed in accordance with Section 12.3 below, and (ii) following the replacement of the Servicer as a result of an Event of Default, the Assets will be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing following the Closing Date must be performed in accordance with the terms of the Transfer Agreement and this Article XII. (b) [Intentionally Omitted].and

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Contribution Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer, the Manager is hereby appointed (and xxxxxx accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets and any Collateral. Until such time as the Company is wound up dissolved and liquidated pursuant to Section 9.2Article IX, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Contribution Agreement, the Manager willshall, with respect to each Asset or Group of Assets, from and after the Closing Date, be responsible for (and hereby assumes responsibility for) Servicing (in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII 12.2 (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”) and the other provisions of this Article XII, including the provisions of Section 12.3 (which require that Servicing, other than Asset Management functions retained by Manager, be performed through one or more Qualified Servicers)). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Contribution Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c)12.3, the Manager must shall cause the Assets (including, for all purposes under this Article XII, the related Collateral) to be serviced as follows: (ia) such Asset willshall, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2)Date, and except as provided in the immediately following clause subsection (iib) or as otherwise expressly permitted by the Initial Member, be Serviced by or through the Servicer appointed in accordance with Section 12.3 below, and (ii) following the replacement of the Servicer as a result of an Event of Default, the Assets will be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing following the Closing Date must be performed in accordance with the terms of the Transfer Agreement and this Article XII. (b) [Intentionally Omitted].and

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Contribution Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer), the Manager is hereby appointed (and xxxxxx hereby accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets and any Collateral. Until such time as the Company is wound up dissolved and liquidated pursuant to Section 9.2Article IX, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Contribution Agreement, the Manager willshall, with respect to each Asset or Group of Assets, from and after the Closing Date, be responsible for (and hereby assumes responsibility for) Servicing servicing, administering, managing and disposing of the Assets and the Collateral in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII 12.2 (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”) and the other provisions of this Article XII, including the provisions of Section 12.3 (which require that servicing be performed through one or more Qualified Servicers). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c)Contribution Agreement, the Manager must shall cause the Assets (including, for all purposes under this Article XII, the related Collateral) to be serviced as follows: (ia) such Asset willshall, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2)Date, and except as provided in the immediately following clause subsection (iib) or as otherwise expressly permitted by the Initial MemberMember (with respect to performance of applicable services by the Manager itself), be Serviced serviced by or through the Servicer Servicer(s) appointed in accordance with Section 12.3 below, and (iib) following the replacement of the Servicer as a result of an Event of Default, the Assets will shall be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing servicing of Assets following the Closing Date must shall be performed in accordance with the terms of the Transfer Contribution Agreement and this Article XII. (b) [Intentionally Omitted].

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Contribution Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer), the Manager is hereby xxxxxx appointed (and xxxxxx accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets and any Collateral. Until such time as the Company is wound up dissolved and liquidated pursuant to Section 9.2Article IX, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Contribution Agreement, the Manager willshall, with respect to each Asset or Group of Assets, from and after the Closing Date, be responsible for (and hereby assumes responsibility for) Servicing servicing, administering, managing and disposing of the Assets and the Collateral in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII 12.2 (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”) and the other provisions of this Article XII, including the provisions of Section 12.3 (which require that servicing be performed through one or more Qualified Servicers). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c)Contribution Agreement, the Manager must shall cause the Assets (including, for all purposes under this Article XII, the related Collateral) to be serviced as follows: (ia) such Asset willshall, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2)Date, and except as provided in the immediately following clause subsection (iib) or as otherwise expressly permitted by the Initial MemberMember (with respect to performance of applicable services by the Manager itself), be Serviced serviced by or through the Servicer Servicer(s) appointed in accordance with Section 12.3 below, and (iib) following the replacement of the Servicer as a result of an Event of Default, the Assets will shall be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing servicing of Assets following the Closing Date must shall be performed in accordance with the terms of the Transfer Contribution Agreement and this Article XII. (b) [Intentionally Omitted].

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Contribution Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer), the Manager is hereby appointed (and xxxxxx hereby accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets Mortgage Loans and any Underlying Collateral. Until such time as the Company is wound up dissolved and liquidated pursuant to Section 9.2Article IX, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Contribution Agreement, the Manager willshall, with respect to each Asset Mortgage Loan or Group of AssetsMortgage Loans, from and after the Closing DateServicing Transfer Date with respect thereto, be responsible for (and hereby assumes responsibility for) Servicing servicing, administering, managing and disposing of the Mortgage Loans and the Underlying Collateral in accordance with the standards (collectively, the “Servicing Standard”) Standard set forth in Section 1 of 12.2 and in the Servicing Addendum attached hereto as Annex IV (Agreement and references in the Transaction Documents to other provisions of this Article XII will XII, including the provisions of Section 12.3 (which require that servicing be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”performed through one or more Qualified Servicers). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c)Contribution Agreement, the Manager must shall cause the Assets Mortgage Loans (including, for all purposes under this Article XII, the related Underlying Collateral) to be serviced as follows: (ia) such Asset willMortgage Loan shall, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2), and except as provided in the immediately following clause subsection (ii) or as otherwise expressly permitted b), be serviced by the Initial Member, be Serviced by or through the Servicer Servicer(s) appointed in accordance with Section 12.3 below, and (iib) following the replacement of the Servicer as a result of an Event of Default, the Assets will Mortgage Loans shall be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing servicing of Mortgage Loans following the Closing Date must shall be performed in accordance with the terms of the Transfer Contribution Agreement and this Article XII. (b) [Intentionally Omitted].

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Contribution Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer), the Manager is hereby appointed (and xxxxxx hereby accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets and any Collateral. Until such time as the Company is wound up dissolved and liquidated pursuant to Section 9.2Article IX, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Contribution Agreement, the Manager willshall, with respect to each Asset or Group of Assets, from and after the Closing DateServicing Transfer Date with respect thereto, be responsible for (and hereby assumes responsibility for) Servicing servicing, administering, managing and disposing of the Assets and the Collateral in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII 12.2 (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”) and the other provisions of this Article XII, including the provisions of Section 12.3 (which require that servicing be performed through one or more Qualified Servicers). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c)Contribution Agreement, the Manager must shall cause the Assets (including, for all purposes under this Article XII, the related Collateral) to be serviced as follows: (ia) such Asset willshall, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2)Date, and except as provided in the immediately following clause subsection (iib) or as otherwise expressly permitted by the Initial MemberMember (with respect to performance of applicable services by the Manager itself), be Serviced serviced by or through the Servicer Servicer(s) appointed in accordance with Section 12.3 below, and (iib) following the replacement of the Servicer as a result of an Event of Default, the Assets will shall be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing servicing of Assets following the Closing Date must shall be performed in accordance with the terms of the Transfer Contribution Agreement and this Article XII. (b) [Intentionally Omitted].

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer, the Manager is hereby appointed (and xxxxxx accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets and any Collateral. Until such time as the Company is wound up pursuant to Section 9.2, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Agreement, the Manager will, with respect to each Asset or Group of Assets, from and after the Closing Date, be responsible for (and hereby assumes responsibility for) Servicing in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c), the Manager must cause the Assets (including, for all purposes under this Article XII, the related Collateral) to be serviced as follows: (i) such Asset will, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2), and except as provided in the immediately following clause (ii) or as otherwise expressly permitted by the Initial Member, be Serviced by or through the Servicer appointed in accordance with Section 12.3 below, and (ii) following the replacement of the Servicer as a result of an Event of Default, the Assets will be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing following the Closing Date must be performed in accordance with the terms of the Transfer Agreement and this Article XII. (b) [Intentionally Omitted].

Appointment and Acceptance as Servicer. Effective as of the Closing Date, but subject to Section 3.3 of the Transfer Agreement (with which the Manager agrees to comply) and the further obligations hereunder with respect to retention of the Servicer, the Manager is hereby appointed (and xxxxxx accepts the appointment) with full authority and responsibility, in its own name, to act as the servicer for the Assets and any Collateral. Until such time as the Company is wound up pursuant to Section 9.2, and except as otherwise provided in Section 12.4 and subject to the interim servicing being provided by or on behalf of the Initial Member (as the Transferor) pursuant to Section 3.3 of the Transfer Agreement, the Manager will, with respect to each Asset or Group of Assets, from and after the Closing Date, be responsible for (and hereby assumes responsibility for) Servicing in accordance with the standards (collectively, the “Servicing Standard”) set forth in Section 1 of the Servicing Addendum attached hereto as Annex IV (and references in the Transaction Documents to this Article XII will be deemed to include such Servicing Addendum) and the terms set forth in Section 2 of the Servicing Addendum and elsewhere in this Article XII (such obligations in respect of Servicing referred to collectively herein as the “Servicing Obligations”). Without in any way limiting the foregoing, but subject to Section 3.3 of the Transfer Agreement and applicable rights of the Manager to perform Asset Management pursuant to Section 12.3(a) and engage a JDC Contractor pursuant to Section 12.3(c), the Manager must cause the Assets (including, for all purposes under this Article XII, the related Collateral) to be serviced as follows: (i) such Asset will, from and after the applicable Servicing Transfer Date (and continuing until the winding-up of the Company pursuant to Section 9.2), and except as provided in the immediately following clause (ii) or as otherwise expressly permitted by the Initial Member, be Serviced by or through the Servicer appointed in accordance with Section 12.3 below, and (ii) following the replacement of the Servicer as a result of an Event of Default, the Assets will be serviced by or through the Servicer appointed by the Initial Member in accordance with Section 12.4 below. All Servicing following the Closing Date must be performed in accordance with the terms of the Transfer Agreement and this Article XII. (b) [Intentionally Omitted.].