Common use of Government Agencies Clause in Contracts

Government Agencies. JPMorgan shall be permitted to seek approval of the terms of this Subservicing Protocol from the Consumer Finance Protection Bureau, the Office of the Comptroller of the Currency, the Board of Governors of the Federal Reserve System and the Office of Mortgage Settlement Oversight and the Monitoring Committee of the National Mortgage Settlement (each, a “Government Agency”). If such approval is denied, or a Government Agency affirmatively requires that JPMorgan take an action that defeats the fundamental purpose of this Subservicing Protocol (a “Government Agency Adverse Action”), JPMorgan shall ascertain the reasons for such Government Agency Adverse Action and shall confer in good faith with the Trustees to address and cure, to JPMorgan’s and the Trustees’ reasonable satisfaction, the reasons that gave rise to the Government Agency Adverse Action. If such Government Agency Adverse Action cannot be cured, JPMorgan and the Trustees shall negotiate alternative terms. Any disputes regarding such alternative shall be submitted to Xxxxxx Xxxxx, the settlement mediator, for mandatory mediation for a period of forty-five (45) days. If the settlement mediator cannot assist the parties in arriving at alternative terms, JPMorgan and the Trustees shall each have the right to terminate this Subservicing Protocol, as set forth in Section 6.03 of the Settlement Agreement.

Government Agencies. JPMorgan shall be permitted to seek approval of the terms of this Subservicing Protocol from the Consumer Finance Protection Bureau, the Office of the Comptroller of the Currency, the Board of Governors of the Federal Reserve System and the Office of Mortgage Settlement Oversight and the Monitoring Committee of the National Mortgage Settlement (each, a “Government Agency”). If such approval is denied, or a Government Agency affirmatively requires that JPMorgan take an action that defeats the fundamental purpose of this Subservicing Protocol agreement (a “Government Agency Adverse Action”), JPMorgan shall ascertain the reasons for such Government Agency Adverse Action and shall confer in good faith with the Institutional Investors and the Trustees to address and cure, to JPMorgan’s and the TrusteesInstitutional Investors’ reasonable satisfaction, the reasons that gave rise to the Government Agency Adverse Action. If such Government Agency Adverse Action cannot be cured, JPMorgan and the Trustees Institutional Investors shall negotiate alternative terms. Any disputes regarding such alternative shall be submitted to Xxxxxx Xxxxx, the settlement mediator, for mandatory mediation for a period of forty-five (45) days. If the settlement mediator cannot assist the parties in arriving at alternative terms, JPMorgan and the Trustees Institutional Investors shall each have the right to terminate this Subservicing Protocol, as set forth in Section 6.03 of the Settlement Agreement.