Authority of the Servicer. (a) In performing its Loan Servicing obligations hereunder, the Servicer shall, except as otherwise provided herein and subject to the terms of this Agreement, have full power and authority, acting alone or through others, to take any and all actions in connection with such Loan Servicing that it deems necessary or appropriate. Without limiting the generality of the foregoing, the Servicer is hereby authorized and empowered by the Master Servicer when the Servicer deems it appropriate in its reasonable judgment, to execute and deliver, on behalf of the Master Servicer, or after Securitization the Securitization trust, (y) any and all financing statements, continuation statements and other documents or instruments necessary to maintain the lien of each Mortgage on the related Mortgaged Property and any other related collateral; and (z) any and all instruments of satisfaction or cancellation, or of partial or full release or discharge and all other comparable instruments with respect to each of the Mortgage Loans; provided, however, that the Servicer shall notify the Master Servicer in writing in the event that the Servicer intends to execute and deliver any such instrument referred to in clause (z) above, and, except in connection with any payment in full of any Mortgage Loan, shall proceed with such course of action only upon receipt of the Master Servicer’s written approval thereof. The Master Servicer agrees to cooperate with the Servicer by either executing and delivering to the Servicer from time to time (i) powers of attorney evidencing the Servicer’s authority and power under this Section, or (ii) such documents or instruments deemed necessary or appropriate by the Servicer to enable the Servicer to carry out its Loan Servicing obligations hereunder. (b) In the performance of its Loan Servicing obligations hereunder, the Servicer shall take any action that is directed by the Master Servicer which relates to the Servicer’s Loan Servicing obligations under this Agreement; provided, however, that the Servicer shall not be obligated to take, or to refrain from taking, any action which the Master Servicer requests that the Servicer take or refrain from taking to the extent that the Servicer determines in its reasonable judgment that such action or inaction (i) may cause a violation of applicable laws, regulations, codes, ordinances, court orders or restrictive covenants with respect to any Mortgage Loan, Borrower, Mortgaged Property or REO Property; or (ii) may cause a violation of any provision of a Mortgage Loan Document.
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Authority of the Servicer. (a) In performing its Loan Servicing obligations hereunder, the Servicer shall, except as otherwise provided herein and subject to the terms of this Agreement, have full power and authority, acting alone or through othersothers (including Subservicers), to take any and all actions in connection with such Loan Servicing that it deems necessary or appropriate. Without limiting the generality of the foregoing, the Servicer is hereby authorized and empowered by the Master Servicer Owner when the Servicer deems it appropriate in its reasonable best judgment, to execute and deliver, on behalf of the Master Servicer, or after Securitization the Securitization trustOwner, (yi) any and all financing statements, continuation statements and other documents or instruments necessary to maintain any liens on any related collateral for each of the Loan Assets, including, without limitation, the lien of each Mortgage on the related Mortgaged Property and any other related collateral; and (zii) any and all instruments of satisfaction or cancellation, or of partial or full release or discharge and all other comparable instruments with respect to each of the Mortgage LoansLoan Assets; provided, however, that the Servicer shall notify the Master Servicer Owner in writing in the event that the Servicer intends to execute and deliver any such instrument referred to in this clause (zii) above, and, except in connection with any payment in full of any Mortgage LoanLoan Asset or payment of the full discounted payoff amount for any Loan Asset consented to by the Owner in writing, shall proceed with such course of action only upon receipt of the Master ServicerOwner’s written approval thereof; (iii) loan payoff statements and loan balance statements; and (iv) documents to evidence or effectuate Loan Servicing matters; provided, however, that the Servicer shall notify the Owner in writing in the event that the Servicer intends to execute and deliver any such instrument referred to in this clause (iii) and, except in connection with Non-Material Loan Servicing Matters, shall proceed with such course of action only upon receipt of the Owner’s written approval thereof. The Master Servicer agrees ability to cooperate with execute documents on behalf of the Servicer by either executing and delivering Owner as provided in this Agreement is personal to the Servicer from time and may not be delegated to time (i) powers of attorney evidencing the Servicer’s authority and power under a Subservicer unless specifically provided in this Section, or (ii) such documents or instruments deemed necessary or appropriate by the Servicer to enable the Servicer to carry out its Loan Servicing obligations hereunderAgreement.
(b) In the performance of its Loan Servicing obligations hereunder, the Servicer shall take any action that is directed by the Master Servicer Owner which relates to the Servicer’s Loan Servicing obligations under this Agreement; provided, however, that the Servicer shall not be obligated to take, or to refrain from taking, any action which the Master Servicer Owner requests that the Servicer take or refrain from taking to the extent that the Servicer determines in its reasonable and good faith judgment that such action or inaction (i) may cause a violation of applicable laws, regulations, codes, ordinances, court orders or restrictive covenants with respect to any Mortgage LoanLoan Asset, BorrowerBorrower or related collateral, including, without limitation, any Mortgaged Property or REO Property; or (ii) may cause a violation of any provision of a Mortgage Loan DocumentAsset Document or of this Agreement; or (iii) may require the expenditure of Servicer’s own funds unless the Owner first advances funds for such action as provided herein.
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Authority of the Servicer. (a) In performing its Loan Investment Servicing obligations hereunder, the Servicer shall, except as otherwise provided herein and subject to the terms of this Agreement, have full power and authority, acting alone or through others, to take any and all actions in connection with such Loan Investment Servicing that it deems necessary or appropriate. Without limiting the generality of the foregoing, the Servicer is hereby authorized and empowered by the Master Servicer Owner when the Servicer deems it appropriate in its reasonable judgment, to execute and deliver, on behalf of the Master Servicer, or after Securitization the Securitization trustOwner, (ya) any and all financing statements, continuation statements and other documents or instruments necessary to maintain the lien of each Mortgage Investment on the related Mortgaged Investment Property and any other related collateral; and (zb) any and all instruments of satisfaction or cancellation, or of partial or full release or discharge and all other comparable instruments with respect to each of the Mortgage LoansInvestments; provided, however, that the Servicer shall notify the Master Servicer Owner in writing in the event that the Servicer intends to execute and deliver any such instrument referred to in clause (zb) above, above and, except in connection with any payment in full of any Mortgage LoanInvestment, shall proceed with such course of action only upon receipt of the Master Servicer’s Owner's written approval thereof. The Master Servicer Owner agrees to cooperate with the Servicer by either executing and delivering to the Servicer from time to time (i) powers of attorney evidencing the Servicer’s 's authority and power under this Section, or (ii) such documents or instruments deemed necessary or appropriate by the Servicer to enable the Servicer to carry out its Loan Investment Servicing obligations hereunder.
(b) In the performance of its Loan Investment Servicing obligations hereunder, the Servicer shall take any action that is directed by the Master Servicer Owner which relates to the Servicer’s Loan 's Investment Servicing obligations under this Agreement; provided, however, that the Servicer shall not be obligated to take, or to refrain from taking, any action which the Master Servicer Owner requests that the Servicer take or refrain from taking to the extent that the Servicer determines in its reasonable judgment that such action or inaction (i) may cause a violation of applicable laws, regulations, codes, ordinances, court orders or restrictive covenants with respect to any Mortgage LoanInvestment, BorrowerObligor, Mortgaged Property or REO Investment Property; or (ii) may cause a violation of any provision of a Mortgage Loan an Investment Document.
(c) Unless the Servicer has obtained the prior written consent of the Owner, and subject to Section 3.01 with respect to any actions which constitute Special Services, the Servicer shall not take any of the following actions with respect to any Investment on behalf of the Owner:
(i) the modification, waiver or amendment, whether or not material, of or with respect to any Investment, including, without limitation, any forgiveness of principal, any change in the amount or timing of any payment of principal or interest, maturity, extension rights or prepayment provisions or the substitution, release or addition of any collateral for any Investment;
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Authority of the Servicer. (a) In performing its Loan Servicing obligations hereunder, the Servicer shall, except as otherwise provided herein and subject to the terms of this Agreement, have full power and authority, acting alone or through others, to take any and all actions in connection with such Loan Servicing that it deems necessary or appropriate. Without limiting the generality of the foregoing, the Servicer is hereby authorized and empowered by the Master Servicer Owner when the Servicer deems it appropriate in its reasonable best judgment, to execute and deliver, on behalf of the Master Servicer, or after Securitization the Securitization trustOwner, (ya) any and all financing statements, continuation statements and other documents or instruments necessary to maintain the lien of each Mortgage on the related Mortgaged Property and any other related collateral; and (zb) any and all instruments of satisfaction or cancellation, or of partial or full release or discharge and all other comparable instruments with respect to each of the Mortgage Loans; provided, however, that the Servicer shall notify the Master Servicer Owner in -------- ------- writing in prior to entering into material discussions with the event that the Servicer intends related Borrower with respect to execute and deliver any such instrument referred to in clause (zb) above, and, except in connection with any payment in full of any Mortgage Loan, shall proceed with such course of action only upon receipt of the Master Servicer’s Owner's written approval thereof. The Master Servicer Owner agrees to cooperate with the Servicer by either executing and delivering to the Servicer from time to time (i) powers of attorney evidencing the Servicer’s 's authority and power under this Section, or (ii) such documents or instruments deemed necessary or appropriate by the Servicer to enable the Servicer to carry out its Loan Servicing obligations hereunder.
(b) In the performance of its Loan Servicing obligations hereunder, the Servicer shall take any action that is directed by the Master Servicer Owner which relates to the Servicer’s 's Loan Servicing obligations under this Agreement; provided, -------- however, that the Servicer shall not be obligated to take, or to refrain from ------- taking, any action which the Master Servicer Owner requests that the Servicer take or refrain from taking to the extent that the Servicer determines in its reasonable and good faith judgment that such action or inaction (i) may cause a violation of applicable laws, regulations, codes, ordinances, court orders or restrictive covenants with respect to any Mortgage Loan, Borrower, Mortgaged Property or REO Property; or (ii) may cause a violation of any provision of a Mortgage Loan Document.
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Samples: Servicing Agreement (Impac Commercial Holdings Inc)
