Effecting the Transfer Sample Clauses

Effecting the Transfer. The Servicing Subsidiary shall enter into a separate Mortgage Selling and Servicing Contract with Xxxxxx Xxx, which shall constitute a Contract, and the Servicing Subsidiary shall assume all of Nationstar’s obligations under this Agreement and the related Ancillary Documents. At the point of such assumption, the Servicing Subsidiary shall assume all rights, responsibilities and obligations relating to the Servicing and Subservicing hereunder (other than any Mortgage Loans relating to the Excluded Assets) pertaining to the period on and after such assumption, and it shall be deemed to have made all of the representations and warranties of Nationstar set forth in Section 5.1.1 as of the date it assumes this Agreement; references in this Agreement to Nationstar (but not to Nationstar Mortgage LLC) or the Division shall mean the Servicing Subsidiary, and Nationstar Mortgage LLC shall have no further rights, responsibilities or obligations under this Agreement and the related Servicing Agreements and Subservicing Agreements pertaining to the Xxxxxx Xxx Rights except as explicitly set forth in this Agreement. The transfer shall include, but not be limited to, formation of the new business entity; obtaining licenses or approvals from all applicable licensing entities necessary to conduct the business in the same manner as conducted by the Division at the time of such transfer; the execution of a new, NDA by and between Xxxxxx Xxx and the Servicing Subsidiary (substantially similar to the NDA); the transfer to the Servicing Subsidiary of substantially all of the properties, assets, employees and rights of the Division (including the Xxxxxx Xxx Rights that are not Excluded Assets and excluding all properties, assets, employees and rights of the Division principally related to the Excluded Assets) that principally are used to conduct the business of Servicing and Subservicing the Xxxxxx Xxx Rights; and liabilities and obligations of Nationstar and the Division principally related to the assets, properties, employees and rights being transferred to the Servicing Subsidiary pertaining to the period on and after such transfer.
Sample 1
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Related to Effecting the Transfer

  • Rights of Others Affecting the Transactions There are no preemptive rights of any stockholder of the Company, as such, to acquire the Securities. No other party has a currently exercisable right of first refusal which would be applicable to any or all of the transactions contemplated by the Transaction Documents.

  • Certain Matters Affecting the Agent (a) The Agent may request and/or rely upon and shall be protected in acting or refraining from acting upon any officer’s certificate or assignment and assumption agreement delivered to the Agent pursuant to Section 14 and Section 15;

  • Certain Matters Affecting the Trustee Except as otherwise provided in Section 8.01:

  • Certain Matters Affecting the Trustees Except as otherwise provided in Section 8.01:

  • Adjustments Affecting the Securities The Company will not take any action, or permit any change to occur, with respect to the Securities that would materially and adversely affect the ability of the Holders to Consummate any Exchange Offer.

  • ADJUSTMENTS TO THE RIGHTS IN THE EVENT OF CERTAIN TRANSACTIONS 3.1 Flip-in Event

  • Concerning the Escrow Agent 6.1. The Escrow Agent undertakes to perform only such duties as are expressly set forth herein and no implied duties or obligations shall be read into this Agreement against the Escrow Agent.

  • Adjustments Affecting the Notes The Company will not take any action, or permit any change to occur, with respect to the Notes that would materially and adversely affect the ability of the Holders to Consummate any Exchange Offer.

  • Concerning the Agent (i) The Agent has been appointed as administrative agent and collateral agent pursuant to the Credit Agreement. The actions of the Agent hereunder are subject to the provisions of the Credit Agreement. The Agent shall have the right hereunder to make demands, to give notices, to exercise or refrain from exercising any rights, and to take or refrain from taking action (including, without limitation, the release or substitution of the Collateral), in accordance with this Agreement and the Credit Agreement. The Agent may employ agents and attorneys-in-fact in connection herewith and shall not be liable for the negligence or misconduct of any such agents or attorneys-in-fact except to the extent that a court of competent jurisdiction determines in a final and non-appealable judgment that the Agent acted with gross negligence or willful misconduct in the selection of such sub-agents or attorneys-in-fact. The Agent may resign and a successor Agent may be appointed in the manner provided in the Credit Agreement. Upon the acceptance of any appointment as the Agent by a successor Agent, that successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent under this Agreement, and the retiring Agent shall thereupon be discharged from its duties and obligations under this Agreement. After any retiring Agent’s resignation, the provisions hereof shall inure to its benefit as to any actions taken or omitted to be taken by it under this Agreement while it was the Agent.

  • Certain Matters Affecting the Trust Administrator (a) Except as otherwise provided in Section 10.01:

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