Common use of COVENANTS OF THE TRANSFEREE Clause in Contracts

COVENANTS OF THE TRANSFEREE. In consideration of the proposed transfer, the Transferee covenants with each of the Company, BCI, the Servicer, the Trustee and the Trust as follows: (a) The Transferee will not make a public offering of the Purchased Certificates, and will not reoffer or resell the Purchased Certificates in a manner that would render the issuance and sale of the Purchased Certificates, whether considered together with the resale or otherwise, a violation of the Act or any state securities or "Blue Sky" laws or require registration pursuant thereto. (b) The Transferee agrees that, in its capacity as a holder of the Purchased Certificates, it will assert no claim or interest in the Contracts by reason of owning the Purchased Certificates other than with respect to amounts that may be properly and actually payable to the Transferee pursuant to the terms of the Pooling and Servicing Agreement and the Purchased Certificates. (c) The Transferee hereby agrees to abide by the terms of the Agreement that will be applicable to it as a Certificateholder, including, without limitation, the indemnification provisions contained in the second sentence of Section 5.05(a) of the Agreement. (d) If applicable, the Transferee will comply in all material respects with applicable regulatory guidelines relating to the ownership of mortgage derivative products.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Bombardier Capital Mortgage Securitization Corp), Pooling and Servicing Agreement (Bombardier Capital Mortgage Securitization Corp), Pooling and Servicing Agreement (Bombardier Capital Mortgage Securitization Corp)

AutoNDA by SimpleDocs

COVENANTS OF THE TRANSFEREE. In consideration of the proposed transfer, the Transferee covenants with each of the CompanyOMI, BCIOAC, the Servicer, the Trustee and the Trust as follows: (a) The Transferee will not make a public offering of the Purchased Certificates, and will not reoffer or resell the Purchased Certificates in a manner that would render the issuance and sale of the Purchased Certificates, whether considered together with the resale or otherwise, a violation of the Act or any state securities or "Blue Sky" laws or require registration pursuant thereto. (b) The Transferee agrees that, in its capacity as a holder of the Purchased Certificates, it will assert no claim or interest in the Contracts by reason of owning the Purchased Certificates other than with respect to amounts that may be properly and actually payable to the Transferee pursuant to the terms of the Pooling and Servicing Agreement and the Purchased Certificates. (c) The Transferee hereby agrees to abide by the terms of the Agreement that will be applicable to it as a Certificateholder, including, without limitation, the indemnification provisions contained in the second sentence of Section 5.05(a) of the Agreement. (d) If applicable, the Transferee will comply in all material respects with applicable regulatory guidelines relating to the ownership of mortgage derivative products.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Oakwood Mortgage Investors Inc), Pooling and Servicing Agreement (Oakwood Mortgage Investors Inc), Pooling and Servicing Agreement (Oakwood Mortgage Investors Inc)

COVENANTS OF THE TRANSFEREE. In consideration of the proposed transfer, the Transferee covenants with each of the Company, BCIDepositor, the Master Servicer, the Trustee and the Trust as follows: (a) The Transferee will not make a public offering of the Purchased Certificates, and will not reoffer or resell the Purchased Certificates in a manner that would render the issuance and sale of the Purchased Certificates, whether considered together with the resale or otherwise, a violation of the Act or any state securities or "Blue Sky" laws or require registration pursuant thereto. (b) The Transferee agrees that, in its capacity as a holder of the Purchased Certificates, it will assert no claim or interest in the Contracts Assets by reason of owning the Purchased Certificates other than with respect to amounts that may be properly and actually payable to the Transferee pursuant to the terms of the Pooling and Servicing Agreement and the Purchased Certificates. (c) The Transferee hereby agrees to abide by the terms of the Agreement that will be applicable to it as a Certificateholder, including, without limitation, the indemnification provisions contained in the second sentence of Section 5.05(a) of the Agreement. (d) If applicable, the Transferee will comply in all material respects with applicable regulatory guidelines relating to the ownership of mortgage derivative products.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Union Planters Mortgage Finance Corp), Pooling and Servicing Agreement (Union Planters Mortgage Finance Corp), Pooling and Servicing Agreement (Union Planters Home Equity Corp)

COVENANTS OF THE TRANSFEREE. In consideration of the proposed transfer, the Transferee covenants with each of the Company, BCIOAC, the Servicer, the Trustee and the Trust as follows: (a) The Transferee will not make a public offering of the Purchased Certificates, and will not reoffer or resell the Purchased Certificates in a manner that would render the issuance and sale of the Purchased Certificates, whether considered together with the resale or otherwise, a violation of the Act or any state securities or "Blue Sky" laws or require registration pursuant thereto. (b) The Transferee agrees that, in its capacity as a holder of the Purchased Certificates, it will assert no claim or interest in the Contracts by reason of owning the Purchased Certificates other than with respect to amounts that may be properly and actually payable to the Transferee pursuant to the terms of the Pooling and Servicing Agreement and the Purchased Certificates. (c) The Transferee hereby agrees to abide by the terms of the Agreement that will be applicable to it as a Certificateholder, including, without limitation, the indemnification provisions contained in the second sentence of Section 5.05(a) of the Agreement. (d) If applicable, the Transferee will comply in all material respects with applicable regulatory guidelines relating to the ownership of mortgage derivative products.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Deutsche Financial Capital Securitization LLC), Pooling and Servicing Agreement (Deutsche Financial Capital Securitization LLC)

AutoNDA by SimpleDocs

COVENANTS OF THE TRANSFEREE. In consideration of the proposed transfer, the Transferee covenants with each of the CompanyOMI, BCIOAC, the Servicer, the Trustee and the Trust as follows: (a) The Transferee will not make a public offering of the Purchased Certificates, and will not reoffer or resell the Purchased Certificates in a manner that would render the issuance and sale of the Purchased Certificates, whether considered together with the resale or otherwise, a violation of the Act or any state securities or "Blue Sky" laws or require registration pursuant thereto. (b) The Transferee agrees that, in its capacity as a holder of the Purchased Certificates, it will assert no claim or interest in the Contracts by reason of owning the Purchased Certificates other than with respect to amounts that may be properly and actually payable to the Transferee pursuant to the terms of the Pooling and Servicing Agreement and the Purchased Certificates. (c) The Transferee hereby agrees to abide by the terms of the Agreement that will be applicable to it as a Certificateholder, including, without limitation, the indemnification provisions contained in the second sentence of Section 5.05(a) of the Agreement. (d) If applicable, the Transferee will comply in all material respects with applicable regulatory guidelines relating to the ownership of mortgage derivative products.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Oakwood Mortgage Investors Inc)

COVENANTS OF THE TRANSFEREE. In consideration of the proposed transfer, the Transferee covenants with each of the Company, BCIDepositor, the Master Servicer, the Trustee and the Trust as follows: (a) The Transferee will not make a public offering of the Purchased Certificates, and will not reoffer or resell the Purchased Certificates in a manner that would render the issuance and sale of the Purchased Certificates, whether considered together with the resale or otherwise, a violation of the Act or any state securities or "β€œBlue Sky" ” laws or require registration pursuant thereto. (b) The Transferee agrees that, in its capacity as a holder of the Purchased Certificates, it will assert no claim or interest in the Contracts Assets by reason of owning the Purchased Certificates other than with respect to amounts that may be properly and actually payable to the Transferee pursuant to the terms of the Pooling and Servicing Agreement and the Purchased Certificates. (c) The Transferee hereby agrees to abide by the terms of the Agreement that will be applicable to it as a Certificateholder, including, without limitation, the indemnification provisions contained in the second sentence of Section 5.05(a) of the Agreement. (d) If applicable, the Transferee will comply in all material respects with applicable regulatory guidelines relating to the ownership of mortgage derivative products.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Residential Resources Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!