Common use of Assumption or Termination of Sub Clause in Contracts

Assumption or Termination of Sub. SERVICING AGREEMENTS BY THE TRUSTEE OR ANY SUCCESSOR MASTER SERVICER. Upon the termination of the Master Servicer as servicer under this Agreement, the Trustee as successor to the Master Servicer hereunder or any other successor to the Master Servicer hereunder may, subject to the terms of any Sub-Servicing Agreement, in its sole and absolute discretion elect to assume or terminate any Sub-Servicing Agreement then in force and effect between the Master Servicer and the Sub-Servicer. Notwithstanding the foregoing, any termination fee due to a Sub-Servicer because of its termination by the Trustee hereunder shall be the responsibility of the terminated Master Servicer and not the Trustee. Upon the assumption of any Sub-Servicing Agreement, the terminated Master Servicer agrees to deliver to the assuming party any and all documents and records relating to the applicable Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best reasonable efforts to effectuate the orderly transfer of the Sub-Servicing Agreement.

Assumption or Termination of Sub. SERVICING AGREEMENTS BY THE TRUSTEE OR ANY SUCCESSOR MASTER SERVICERServicing Agreements by the Indenture Trustee or Any Successor Servicer. Upon the termination of the Master Servicer as servicer under this Agreement, the Indenture Trustee as successor to the Master Servicer hereunder or any other successor to the Master Servicer hereunder may, subject to the terms of any Sub-Servicing Agreement, in its sole and absolute discretion elect to assume or terminate any Sub-Servicing Agreement then in force and effect between the Master Servicer and the Sub-Servicer. Notwithstanding the foregoing, any termination fee due to a Sub-Servicer because of its termination by the Indenture Trustee hereunder shall be the responsibility of the terminated Master Servicer and not the Indenture Trustee. Upon the assumption of any Sub-Servicing Agreement, the terminated Master Servicer agrees to deliver to the assuming party any and all documents and records relating to the applicable Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best reasonable efforts to effectuate the orderly transfer of the Sub-Servicing Agreement.

Assumption or Termination of Sub. SERVICING AGREEMENTS BY THE INDENTURE TRUSTEE OR ANY SUCCESSOR MASTER SERVICER. Upon the termination of the Master Servicer as servicer under this Agreement, the Indenture Trustee as successor to the Master Servicer hereunder or any other successor to the Master Servicer hereunder may, subject to the terms of any Sub-Servicing Agreement, in its sole and absolute discretion elect to assume or terminate any Sub-Servicing Agreement then in force and effect between the Master Servicer and the Sub-Servicer. Notwithstanding the foregoing, any termination fee due to a Sub-Servicer because of its termination by the Indenture Trustee hereunder shall be the responsibility of the terminated Master Servicer and not the Indenture Trustee. Upon the assumption of any Sub-Servicing Agreement, the terminated Master Servicer agrees to deliver to the assuming party any and all documents and records relating to the applicable Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best reasonable efforts to effectuate the orderly transfer of the Sub-Servicing Agreement.

Assumption or Termination of Sub. SERVICING AGREEMENTS BY THE TRUSTEE OR ANY SUCCESSOR MASTER SERVICER. Upon the termination of the Master Servicer as servicer under this Agreement, the Trustee as successor to the Master Servicer hereunder or any other successor to the Master Servicer hereunder may, subject to the terms of any Sub-Servicing Agreement, in its sole and absolute discretion elect to assume or terminate any Sub-Servicing Agreement then in force and effect between the Master Servicer and the Sub-Servicer. Notwithstanding the foregoing, any termination fee due to a Sub-Servicer because of its termination by the Trustee hereunder shall be the responsibility of the terminated Master Servicer and not the Trustee. Upon the assumption of any Sub-Servicing Agreement, the terminated Master Servicer agrees to deliver to the assuming party any and all documents and records relating to the applicable Sub-Servicing Agreement and an accounting of amounts collected and held by it and otherwise use its best reasonable efforts to effectuate the orderly transfer of the Sub-Servicing Agreement.