Common use of Designation of a Master Servicer Clause in Contracts

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate a master servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject to a permitted Whole Loan Transfer or Pass-Through Transfer. Upon receipt of written notice of such appointment, the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") to service the Mortgage Loans for the Master Servicer in accordance with the Master Servicer's requirements as set forth in the Master Servicer's servicing guide; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of this Agreement.

Appears in 6 contracts

Samples: Servicing Agreement (Banc of America Funding 2006-6 Trust), Servicing Agreement (Banc of America Funding Corp), Servicing Agreement (Banc of America Funding 2006-5 Trust)

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Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate a master servicer (the "Master Servicer"), as master servicer of Mortgage Loans. The Servicer acknowledges that the Purchaser has provided notice that it will appoint and designate Aurora Loan Services, Inc. as Master Servicer of the Mortgage Loans and that the Mortgage Loans will, subject to a permitted Whole Section 8.2(b), be serviced in accordance with this Agreement. The written notice required pursuant to this Section 8.2 is deemed to have been satisfied with respect to the appointment of Aurora Loan Transfer or Pass-Through Transfer. Services, Inc. Upon receipt of written notice of such appointmentthe appointment of a Master Servicer pursuant to this Section 8.2 (other than Aurora Loan Services, Inc.), the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") to service the Mortgage Loans for the Master Servicer in accordance with the Master Servicer's requirements as set forth in the Master Servicer's servicing guide; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, hereunder and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of this Agreement.

Appears in 5 contracts

Samples: Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust Series 2005-20), Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust Series 2005-23), Servicing Agreement (Sturctured Asset Securities Corp Mort Pass Thru Ser 2004-1)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate a master servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject to a permitted Whole Loan Transfer or Pass-Through Transfer. Upon receipt of written notice of such appointment, the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") to service the Mortgage Loans for the Master Servicer in accordance with the Master Servicer's ’s requirements as set forth in the Master Servicer's ’s servicing guide; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, hereunder and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of this Agreement.

Appears in 3 contracts

Samples: Servicing Agreement (GSR Mortgage Loan Trust 2006-8f), Servicing Agreement (GSR Mortgage Loan Trust 2006-9f), Servicing Agreement (GSR Mortgage Loan Trust 2007-3f)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate a master servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject Loans. The Owner hereby appoints and designates Aurora Loan Services, Inc. as the Master Servicer, and the parties hereby waive the 30 days' prior written notice requirement with respect to a permitted Whole Loan Transfer or Pass-Through Transfersuch appointment and designation. Upon receipt of written notice of such appointment, the Servicer shall promptly enter into execute a servicing agreement (a "Master Servicing Agreement") ), if requested by the Master Servicer, to service the Mortgage Loans for the Master Servicer in accordance with the Master Servicer's requirements as set forth in the Master Servicer's servicing guide; provided, however, that the Servicer shall be under no obligation to enter into execute any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, obligations and duties or liabilities of the Servicer hereunder, and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into does not request the Servicer to execute a Master Servicing Agreement, the Servicer shall service the Mortgage Loans in accordance with this Agreement. The Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Servicing Agreement (or this Agreement if the Servicer and the Master Servicer have not entered into a Master Servicing Agreement) and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If Upon such appointment, the Servicer shall correspond and communicate solely with the Master Servicer, as if the Master Servicer do not were the "Owner" hereunder. Furthermore, the Master Servicer shall have all rights as designee of the Owner to enforce the covenants and conditions set forth in this Agreement, and the Servicer shall follow and shall be entitled to rely on the instructions of the Master Servicer under this Agreement as if such instructions were the instructions of the Owner. The Master Servicer shall have the right to give any waivers or consents required or allowed under this Agreement on behalf of the Owner, and the Servicer shall be entitled to rely on such waivers and consents. The Master Servicer is empowered to enter into a and execute and deliver any amendments or modifications to this Agreement as the Owner's designee hereunder, and such amendments or modifications shall be binding upon the Owner as if the Owner had executed and delivered the same. The Servicer shall service the applicable Mortgage Loans in accordance with the Master Servicing AgreementAgreement and shall treat the Master Servicer as "Owner" hereunder until the Servicer receives written notice from the Owner that the Owner has terminated the Master Servicer. Upon receipt of notice of termination of the Master Servicer, the Servicer shall no longer deal with the Master Servicer and instead deal directly with the Owner. From and after the receipt of such notice of termination of the Master Servicer, the Servicer shall service the applicable Mortgage Loans, and remit and report to the Master Servicer, Loans in accordance with the terms provisions of this Agreement and shall give no further effect to the Master Servicing Agreement.

Appears in 3 contracts

Samples: Servicing Agreement (Structured Asset Securities Corp Mor Pas THR Cer Se 2002-1a), Servicing Agreement (Structured Asset Securities Corp), Servicing Agreement (Structured Asset Securities Corp)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner Purchaser shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate (such action, the “Appointment”) a master servicer (the "a “Master Servicer"), as master servicer of some or all of the Mortgage Loans subject to a permitted Whole Loan Transfer or Pass-Through TransferLoans. Upon receipt of written notice of such appointmentAppointment from the Purchaser, the Company shall correspond and communicate solely with the Master Servicer, as if the Master Servicer were the Purchaser hereunder. Furthermore, the Master Servicer shall promptly have all rights as designee of the Purchaser to enforce the representations and warranties, and all other covenants and conditions set forth in this Agreement, including without limitation, the right to indemnification, and the Company shall follow the instructions of the Master Servicer under this Agreement as if such instructions were the instructions of the Purchaser. The Master Servicer shall have the right to give any waivers or consents required or allowed under this Agreement on behalf of the Purchaser, and shall be empowered to enter into a servicing agreement (a "Master Servicing Agreement") and execute and deliver any amendments or modifications to service this Agreement as the Mortgage Loans for Purchaser’s designee hereunder, and such amendments or modifications shall be binding upon the Purchaser as if the Purchaser had executed and delivered the same. All amounts due the Purchaser under this Agreement shall be remitted to the Master Servicer in accordance with the Master Servicer's requirements as set forth in the ’s instructions. The Master Servicer's servicing guide; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect assume any of the obligations, duties or liabilities of the Servicer hereunder, and (iv) will not result in any increased cost to the ServicerPurchaser under this Agreement. If the Servicer and The Company shall treat the Master Servicer enter into a Master Servicing as the Purchaser under this Agreement, unless and until the Servicer shall service Company receives written notice from the Mortgage Loans, and remit and report to Purchaser that the Purchaser has terminated the Master ServicerServicer (such notice, in accordance with the terms “Master Servicer Termination”). Upon receipt of the Master Servicing Agreement and, to the extent inconsistent therewithServicer Termination, the servicing provisions set forth in this Agreement Company shall be superseded by the Master Servicing Agreement. If the Servicer and no longer recognize or deal with the Master Servicer do not enter into a Master Servicing Agreementas the Purchaser’s designee hereunder, the Servicer but shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance instead deal directly with the terms of this Agreementthe Purchaser, or such other designee appointed by the Purchaser.

Appears in 2 contracts

Samples: Letter Agreement (Greenwich Capital Acceptance Inc), Reconstituted Servicing Agreement (Structured Asset Mortgage Investments Inc)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in its sole discretion, upon 30 (i) thirty (30) days' prior written notice to the ServicerServicer with respect to any Portfolio Mortgage Loans or (ii) fifteen (15) days' prior written notice to the Servicer with respect to any permitted Whole Loan Transfer or Pass-Through Transfer, to appoint and designate a master servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject to a permitted Whole Loan Transfer or Pass-Through TransferLoans. Upon receipt of written notice of such appointment, the Servicer shall promptly enter into a servicing agreement (a "Master Reconstituted Servicing Agreement") to service the Mortgage Loans for the Master Servicer in accordance with the Master Servicer's requirements as set forth in the Master Servicer's servicing guiderequirements; provided, however, that the Servicer shall be under no obligation to enter into any Master Reconstituted Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, hereunder and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into a Master Reconstituted Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Reconstituted Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Reconstituted Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Reconstituted Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of this Agreement.

Appears in 2 contracts

Samples: Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-Af1), Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-A1)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate a master servicer (the "Master Servicer"), as master servicer of Mortgage Loans. The Servicer acknowledges that the Purchaser has provided notice that it will appoint and designate Aurora Loan Services, Inc. as Master Servicer of the Mortgage Loans and that the Mortgage Loans will, subject to a permitted Whole Section 8.2(b), be serviced in accordance with this Agreement. The written notice required pursuant to this Section 8.2 is deemed to have been satisfied with respect to the appointment of Aurora Loan Transfer or Pass-Through Transfer. Services, Inc. Upon receipt of written notice of such appointmentthe appointment of a Master Servicer pursuant to this Section 8.2 (other than Aurora Loan Services, Inc.), the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") to service the Mortgage Loans for the Master Servicer in accordance with the Master Servicer's ’s requirements as set forth in the Master Servicer's ’s servicing guide; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, hereunder and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of this Agreement.

Appears in 2 contracts

Samples: Servicing Agreement (Lehman Mortgage Trust 2007-3), Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust Series 2006-7)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner Purchaser shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate (such action, the “Appointment”) a master servicer (the "a “Master Servicer"), as master servicer of some or all of the Mortgage Loans then subject to a permitted Whole Loan Transfer or Pass-Through Transferthis Agreement. Upon receipt of written notice of such appointmentAppointment from the then Purchaser, the Servicer shall promptly correspond and communicate with the Master Servicer, as if the Master Servicer were the Purchaser hereunder. Furthermore, the Master Service shall have all rights as designee of the Purchaser to enforce the representations and warranties, and all other covenants and conditions set forth in this Agreement, including without limitation, the right to indemnification, and the Servicer shall follow the instructions of the Master Servicer under this Agreement as if such instructions were the instructions of the Purchaser. The Master Servicer shall have the right to give any waivers of consents required or allowed under this Agreement on behalf of the Purchaser, and shall furthermore be empowered to enter into a servicing agreement (a "Master Servicing Agreement") and execute and deliver any amendments or modifications to service this Agreement as the Mortgage Loans for Purchaser’s designee hereunder, and such amendments or modifications shall be binding upon the Purchaser as if the Purchaser had executed and delivered the same. All amounts due to the Purchaser under this Agreement shall be remitted to the Master Servicer in accordance with the Agreement. The Master Servicer shall not assume any of the liabilities of the Purchaser under this Agreement. Notwithstanding the provisions of this Agreement requiring the delivery of an agreement of the Servicer in order to be recognized by the Servicer's requirements as set forth in , from and after the Appointment of the Master Servicer's servicing guide; provided, however, that Servicer pursuant to this Section until the Master Servicer Termination (as defined below) the Servicer shall be under no obligation required to enter into any Master Servicing Agreement unless the obligations recognize and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, and (iv) will not result in any increased cost to the Servicer. If the Servicer and deal with the Master Servicer enter into a under this Agreement, and any other contrary provisions shall be superseded, and shall have no effect for the duration of this Appointment. The Servicer shall treat the Master Servicing AgreementServicer as the Purchaser under this Agreement in accordance with the provisions of this Section unless and until the Servicer receives written notice from the then current Purchaser under this Agreement that the then current Purchaser has terminated the Master Servicer (such notice, the “Master Servicer Termination”). Upon receipt of the Master Service Termination, the Servicer shall service no longer recognize or deal directly with the Mortgage Loansthen current Purchaser, and remit and report to or such other designee appointed by the Master Servicer, Purchaser by Appointment in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of this AgreementSection.

Appears in 1 contract

Samples: Servicing Agreement (Greenwich Capital Acceptance Thornburg Sec Tr 2003-4)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this AgreementIn connection with a Pass-Through Transfer, an Agency Transfer or a Whole Loan Transfer, the Owner Purchaser shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate (such action, the "Appointment") a master servicer as shall be reasonably acceptable to the Seller/Servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject to a permitted Whole Loan Transfer some or Pass-Through Transfer. Upon receipt all of written notice of such appointment, the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") to service the Mortgage Loans for then subject to this Agreement. Accordingly, the Seller/Servicer shall service to, remit to, and report to, the Master Servicer, all in accordance with the terms of the Reconstitution Agreement, and the servicing provisions set forth in this Agreement as they may be amended by the Reconstitution Agreement. Upon such Appointment, the Seller/Servicer shall correspond and communicate solely with the Master Servicer, as if the Master Servicer were the "Purchaser" hereunder. Furthermore, the Master Servicer shall have all rights as designee of thee Purchaser to enforce the representations and warranties, and all other covenants and conditions set forth in this Agreement and not superseded by the Reconstitution Agreement, and the Seller/Servicer shall follow the instructions of the Master Servicer under this Agreement as if such instructions were the instructions of the Purchaser. The Master Servicer shall have the right to give any waivers or consents required or allowed under this Agreement on behalf of the Purchaser, and shall furthermore be empowered to enter into and execute and deliver any amendments or modifications to this Agreement as the Purchaser’s designee hereunder, and such amendments or modifications shall be binding upon the Purchaser as if the Purchaser had executed and delivered the same. All amounts due the Purchaser under this Agreement shall be remitted to the Master Servicer in accordance with the Master Servicer's requirements as set forth in the Master Servicer's servicing guide; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, and (iv) will not result in any increased cost to the Servicer’s instructions. If the Servicer and the Master Servicer enter into a Master Servicing Agreement, the The Seller/Servicer shall service the Mortgage LoansLoans in accordance with this Agreement as amended by the Reconstitution Agreement, and remit and report to shall treat the Master Servicer, Servicer as the Purchaser under this Agreement in accordance with the terms provisions of this Section unless and until the Seller/Servicer receives written notice from the then current Purchaser under this Agreement that the then current Purchaser has terminated the Master Servicer (such notice, the "Master Servicer Termination"). Upon receipt of the Master Servicing Agreement and, to the extent inconsistent therewithServicer Termination, the servicing provisions set forth in this Agreement Seller/Servicer shall be superseded by the Master Servicing Agreement. If the Servicer and no longer recognize or deal with the Master Servicer do not enter into a Master Servicing Agreementas the Purchaser’s designee hereunder, but shall instead deal directly with the Servicer shall service then current Purchaser or such other designee appointed by the Mortgage Loans, and remit and report to the Master Servicer, Purchaser by Appointment in accordance with the terms of this AgreementSection.

Appears in 1 contract

Samples: Reconstituted Servicing Agreement (Structured Asset Securities Corp Thorn Mort Sec Tr 2003-3)

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Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in its sole discretion, upon 30 thirty (30) days' prior written notice to the Servicer, to appoint and designate a master servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject to a permitted Whole Loan Transfer or Pass-Through Transfer. Upon receipt of written notice of such appointment, the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") to service the Mortgage Loans for the Master Servicer in accordance with the Master Servicer's requirements as set forth in the Master Servicer's servicing guide’s requirements; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, hereunder and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of this Agreement.

Appears in 1 contract

Samples: Servicing Agreement (J.P. Morgan Alternative Loan Trust 2006-A1)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this AgreementIn connection with a Pass-Through Transfer, an Agency Transfer or a Whole Loan Transfer, the Owner Purchaser shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate (such action, the "Appointment") a master servicer as shall be reasonably acceptable to the Seller/Servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject to a permitted Whole Loan Transfer some or Pass-Through Transfer. Upon receipt all of written notice of such appointment, the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") to service the Mortgage Loans for then subject to this Agreement. Accordingly, the Seller/Servicer shall service to, remit to, and report to, the Master Servicer, all in accordance with the terms of the Reconstitution Agreement, and the servicing provisions set forth in this Agreement as they may be amended by the Reconstitution Agreement. Upon such Appointment, the Seller/Servicer shall correspond and communicate solely with the Master Servicer, as if the Master Servicer were the "Purchaser" hereunder. Furthermore, the Master Servicer shall have all rights as designee of thee Purchaser to enforce the representations and warranties, and all other covenants and conditions set forth in this Agreement and not superseded by the Reconstitution Agreement, and the Seller/Servicer shall follow the instructions of the Master Servicer under this Agreement as if such instructions were the instructions of the Purchaser. The Master Servicer shall have the right to give any waivers or consents required or allowed under this Agreement on behalf of the Purchaser, and shall furthermore be empowered to enter into and execute and deliver any amendments or modifications to this Agreement as the Purchaser's designee hereunder, and such amendments or modifications shall be binding upon the Purchaser as if the Purchaser had executed and delivered the same. All amounts due the Purchaser under this Agreement shall be remitted to the Master Servicer in accordance with the Master Servicer's requirements as set forth in the Master Servicer's servicing guide; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, and (iv) will not result in any increased cost to the Servicerinstructions. If the Servicer and the Master Servicer enter into a Master Servicing Agreement, the The Seller/Servicer shall service the Mortgage LoansLoans in accordance with this Agreement as amended by the Reconstitution Agreement, and remit and report to shall treat the Master Servicer, Servicer as the Purchaser under this Agreement in accordance with the terms provisions of this Section unless and until the Seller/Servicer receives written notice from the then current Purchaser under this Agreement that the then current Purchaser has terminated the Master Servicer (such notice, the "Master Servicer Termination"). Upon receipt of the Master Servicing Agreement and, to the extent inconsistent therewithServicer Termination, the servicing provisions set forth in this Agreement Seller/Servicer shall be superseded by the Master Servicing Agreement. If the Servicer and no longer recognize or deal with the Master Servicer do not enter into a Master Servicing Agreementas the Purchaser's designee hereunder, but shall instead deal directly with the Servicer shall service then current Purchaser or such other designee appointed by the Mortgage Loans, and remit and report to the Master Servicer, Purchaser by Appointment in accordance with the terms of this AgreementSection.

Appears in 1 contract

Samples: Reconstituted Servicing Agreement (Structured Asset Mortgage Investments Inc)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in its sole discretion, upon 30 thirty (30) days' prior written notice to the Servicer, to appoint and designate a master servicer (the "Master Servicer"), ) as master servicer of Mortgage Loans subject to a permitted Whole Loan Transfer or Pass-Through Transfer. Upon receipt of written notice of such appointment, the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") to service the Mortgage Loans for the Master Servicer in accordance with the Master Servicer's requirements as set forth in the Master Servicer's servicing guide’s requirements; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, hereunder and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of this Agreement.

Appears in 1 contract

Samples: Servicing Agreement (Zuni 2006-Oa1)

Designation of a Master Servicer. (a) Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in its sole discretion, upon 30 days' prior written notice to the Servicer, to appoint and designate a master servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject to a permitted Whole Loan Transfer or Pass-Through Transfer. Upon receipt of written notice of such appointment, the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") to service the Mortgage Loans for the Master Servicer in accordance with the Master Servicer's requirements as set forth in the Master Servicer's servicing guide; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder, hereunder and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of this Agreement.

Appears in 1 contract

Samples: Servicing Agreement (Bear Stearns Asset Backed Securities Inc)

Designation of a Master Servicer. The Purchaser hereby appoints and designates the Master Servicer (asuch action, the “Appointment”) Notwithstanding anything of all of the Mortgage Loans subject to this Agreement. Servicer shall correspond and communicate solely with the contrary contained Master Servicer, as if the Master Servicer were the Purchaser hereunder. Furthermore, the Master Servicer shall have all rights as designee of the Purchaser to enforce the representations and warranties, and all other covenants, and conditions set forth in this Agreement, including the Owner right to indemnification, and Servicer shall follow the instructions of the Master Servicer under this Agreement as if such instructions were the instructions of the Purchaser. The Master Servicer shall have the rightright to give any waivers or consents required or allowed under this Agreement on behalf of the Purchaser, in its sole discretion, upon 30 days' prior written notice and shall furthermore be empowered to the Servicer, to appoint and designate a master servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject to a permitted Whole Loan Transfer or Pass-Through Transfer. Upon receipt of written notice of such appointment, the Servicer shall promptly enter into a servicing agreement (a "Master Servicing Agreement") and execute and deliver any amendments or modifications to service this Agreement as the Mortgage Loans for Purchaser’s designee hereunder, and such amendments or modifications shall be binding upon the Purchaser. All amounts due hereunder shall be remitted to the Master Servicer in accordance with the Master Servicer's requirements as set forth in the ’s instructions. The Master Servicer's servicing guide; provided, however, that the Servicer shall be under no obligation to enter into any Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii) do not expand in any material respect assume any of the obligations, duties or liabilities of the Servicer hereunder, and (iv) will not result in any increased cost to the Servicer. If the Servicer and the Master Servicer enter into a Master Servicing Purchaser under this Agreement; provided however, the Servicer Purchaser shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing Agreement. If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with remain liable under the terms of this Agreement. Servicer shall treat the Master Servicer as the Purchaser under this Agreement in accordance with the provisions of this Section unless and until Servicer receives written notice from the then current Purchaser under this Agreement that the then current Purchaser has terminated the Master Servicer (such notice, the “Master Servicer Termination”). Upon receipt of the Master Servicer Termination, Servicer shall no longer recognize or deal with the Master Servicer as the Purchaser’s designee hereunder, but shall instead deal directly with the then current Purchaser, or such other designee appointed by the Purchaser by Appointment in accordance with this Section. Neither Servicer nor any of the officers, employees or agents of Servicer shall be under any liability to the Purchaser for any action taken, or for refraining from taking any action, in good faith pursuant to this Section 10.27, or for errors in judgment. Servicer and any officer, employee or agent of Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder.

Appears in 1 contract

Samples: Reconstituted Servicing Agreement (Thornburg Mortgage Securities Trust 2005-4)

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