Clean-Up Call Rights. (a) The Initial Member will have the right, exercisable in its sole and absolute discretion, to require the liquidation and sale, for cash consideration, of any remaining Assets held by the Company or any Ownership Entity at any time after the earlier to occur of (i) the tenth anniversary of the Closing Date and (ii) the date on which the then Unpaid Principal Balance is 10.0% or less of the Unpaid Principal Balance as of the Cut-Off Date as set forth on the Asset Schedule (such right to cause such liquidation and sale at such time, the “Clean-Up Call”).
Clean-Up Call Rights. Participant shall have the right, exercisable in its sole and absolute discretion, to require the liquidation and sale, for cash consideration, of any remaining Loans and Acquired Collateral held by the Company or any Ownership Entity (the “Clean-Up Call”) at any time after the earlier to occur of (i) the date that is ten (10) years after the Effective Date and (ii) the date on which the then Unpaid Principal Balance is ten percent (10%) or less of the Unpaid Principal Balance as of the Cut-Off Date as set forth on the Loan Schedule.
Clean-Up Call Rights. Seller shall exercise its rights under any optional termination or clean up call rights provided for in the Servicing Agreements and the Underlying Documents (the “Clean Up Call Rights”) only at the prior written direction of MSR – EBO specifying the date of exercise, which shall be at least thirty (30) days after the date of such notice from MSR – EBO. In connection with such exercise of Clean Up Call Rights, Seller has sold and transferred to MSR – EBO (or its designee) pursuant to the Sale Supplements on an exclusive and “as is” basis the right to all economic beneficial rights to such Clean Up Call Rights (including the right to cause Seller to exercise such Clean Up Call Rights), which include the economic beneficial interest in the right to purchase from the related trust for each Servicing Agreement all of the assets of such trust, including the mortgage loans and REO properties (collectively, the “Mortgage Loans”). Any purchase and exercise of such Clean Up Call Rights shall be subject to customary “as is” documentation, which MSR – EBO and Seller will negotiate in good faith. Seller shall give MSR – EBO at least thirty (30) days’ notice prior to the date on which Seller would have to notify the trustee for the related trust of its intent to exercise the related Clean Up Call Rights and will work in good faith with MSR – EBO and the related trustee with respect to the exercise the Clean Up Call Rights. For the avoidance of doubt, MSR – EBO (or its designee) shall fund the exercise of the Clean Ups Call Rights acquired and pay any expenses associated with such exercise (including any of Seller’s reasonable out of pocket expenses and any customary transfer expenses and deboarding fees, if applicable) and pay all unreimbursed Servicer Advances and other amounts owed to Holdings with respect to such Servicing Agreement under this Sale Supplement. The rights of Seller to payment in respect of any exercise of Clean Up Call Rights under this Section 9.1 by MSR – EBO or its designee shall survive any transfer of servicing pursuant to this Addendum.
Clean-Up Call Rights. (a) If, and only if, all amounts owing under the Advance Facility and the Purchase Money Notes have paid in full, and all reimbursement and other obligations to the FDIC under the Reimbursement, Security and Guaranty Agreement have been satisfied in full, or with the consent of the Required Consenting Parties, the Initial Member shall have the right, exercisable in its sole and absolute discretion, to require the liquidation and sale, for cash consideration, of any remaining Assets held by the Company or any Ownership Entity at any time after the earlier to occur of (i) the seventh (7th) anniversary of the Closing Date and (ii) the date on which the then Unpaid Principal Balance is ten percent (10%) or less of the Unpaid Principal Balance as of the Cut-Off Date as set forth on the Asset Schedule (such right to cause such liquidation and sale at such time, the “Clean-Up Call”).
Clean-Up Call Rights. (a) If, and only if, all amounts owing under the Purchase Money Notes have paid in full, and all reimbursement and other obligations to the FDIC under the Reimbursement, Security and Guaranty Agreement have been satisfied in full, the Initial Member shall have the right, exercisable in its sole and absolute discretion, to require the liquidation and sale, for cash consideration, of any remaining Loans and Acquired Property held by the Company or any Ownership Entity (the “Clean-Up Call”) at any time after the earlier to occur of (i) the seventh (7th) anniversary of the Closing Date and (ii) the date on which the then Unpaid Principal Balance is ten percent (10%) or less of the Unpaid Principal Balance as of the Cut-Off Date as set forth on the Loan Schedule.
Clean-Up Call Rights. (a) If, and only if, all amounts owing under the Purchase Money Notes have paid in full, and all other obligations to the FDIC under the Reimbursement, Security and Guaranty Agreement have been satisfied in full, or with the consent of the PMN Agent, the Initial Member will have the right, exercisable in its sole and absolute discretion, to require the liquidation and sale, for cash consideration, of any remaining Assets held by the Company or any Ownership Entity at any time after the earlier to occur of (i) the seventh anniversary of the Closing Date and
Clean-Up Call Rights. (a) If, and only if, all amounts owing under the Purchase Money Note have paid in full, and all reimbursement and other obligations to the FDIC under the Reimbursement and Security Agreement have been satisfied in full, the Initial Member shall have the right, exercisable in its sole and absolute discretion, to require the liquidation and sale, for cash consideration, of any remaining Mortgage Loans and Acquired Property held by the Company or any Ownership Entity (the “Clean-Up Call”) at any time after the earlier to occur of (i) the tenth (10th) anniversary of the Closing Date and (ii) the date on which the then Unpaid Principal Balance is ten percent (10%) or less of the Unpaid Principal Balance as of the Cut-Off Date as set forth on the Mortgage Loan Schedule.
Clean-Up Call Rights. The Seller and the Purchaser agree that the Seller or the holders of the related residual securities shall be entitled to exercise any clean-up call or redemption option and effect the termination of the related securitization pursuant to the terms and conditions set forth in the related Securitization Agreement. In the event that the Seller or the holders of the related residual securities do not exercise any such clean-up call or redemption option within ninety (90) days following the first Business Day on which such option may be exercised under the related Securitization Agreement, the Purchaser shall have the right to exercise such clean-up call or redemption option. Notwithstanding anything herein or in the related Securitization Agreement to the contrary, in the event that any party other than the Purchaser or a Securities Insurer exercises a clean-up call or redemption option under any Securitization Agreement, such option shall be exercised on a servicing-retained basis, in connection with which the Purchaser shall retain the Servicing Rights related to the Mortgage Loans subject to such clean-up call or redemption option; PROVIDED, HOWEVER, that the exercising party may, at its option, purchase the related Servicing Rights from the Purchaser at a price equal to the fair market value (as agreed upon by the Purchaser and such exercising party) of the Servicing Rights.
Clean-Up Call Rights. Seller shall exercise its rights under any optional termination or clean up call rights provided for in the Servicing Agreements and the Underlying Documents (the “Clean Up Call Rights”) only as the prior written direction of HLSS specifying the date of exercise, which shall be at least thirty (30) days after the date of such notice from HLSS. In connection with such exercise of Clean Up Call Rights, Seller hereby sells and transfers to HLSS (or its designee) on an exclusive and “as is” basis the right to all economic beneficial rights to such Clean Up Call Rights (including the right to cause Seller to exercise such Clean Up Call Rights), which include the economic beneficial interest in the right to purchase from the related trust for each Deferred Servicing Agreement all of the assets of such trust, including the mortgage loans and REO properties (collectively,
Clean-Up Call Rights. (a) The Seller and the Purchaser agree that the Seller, as residual holder under the Securitization Agreements, shall be entitled to exercise any clean-up call or redemption option (collectively, the “Call Rights”) available to the Servicer under the related Securitization Agreement, and to effect the termination of the related securitization pursuant to the terms and conditions set forth in the related Securitization Agreement; provided, however, the Seller shall not have any such right to direct the exercise of Call Rights under those Securitization Agreements labeled as Q, R, S, U and V on Exhibit 1 attached hereto. In connection with any such direction to the Purchaser to exercise Call Rights, the Seller shall pay the purchase price set forth in the applicable Securitization Agreement for the exercise of the Call Rights by wire transfer to an account designated by the Purchaser, which payment shall be made prior to the exercise of the Call Rights and the purchase of the related Mortgage Loans and REO Properties by the Purchaser, it being understood that the Purchaser shall have no obligation to advance any portion of such purchase price.
