Common use of Interim Transfer of Issuer Responsibility Clause in Contracts

Interim Transfer of Issuer Responsibility. (a) If Secured Party or Xxxxxx Xxx elects an interim transfer of Issuer responsibility from Issuer to the Standby Issuer pursuant to Section 7(a) above or pursuant to rights under the Xxxxxx Xxx Contract, Secured Party must submit to Xxxxxx Xxx the following at the time Secured Party is required to effect the cure pursuant to Paragraph 7(a)(1), (2) or (3): (1) A request (“Transfer Request”) in the form of Exhibit C. (2) A valid instrument properly executed by Issuer that constitutes or contains a current, valid power of attorney (“Power of Attorney”) authorizing Secured Party to make such Transfer Requests on behalf of Issuer and to effect the requested transfers if approved by Xxxxxx Xxx. Xxxxxx Xxx, without further inquiry or other action (and without actual examination of the Power of Attorney which may be contained in the Security Agreement or granted by a separate document) may rely upon the statement in such Power of Attorney and Transfer Request as being conclusive of Secured Party’s right, pursuant to the Security Agreement and any related agreement(s), between Secured Party and Issuer, to request and (only upon Xxxxxx Xxx’s express written approval as hereinafter provided) cause a transfer of Issuer responsibility to the Standby Issuer. Xxxxxx Xxx shall incur no liability to any person or entity, including but not limited to Issuer and Secured Party, for agreeing to, approving or effecting any such transfer of Issuer responsibility. No interim transfer of Issuer responsibility to Standby Issuer shall take effect unless Xxxxxx Xxx provides approval of such transfer of Issuer responsibility in writing. Xxxxxx Xxx may approve or reject such request in accordance with the conditions, requirements and provisions of this Acknowledgment Agreement, or based upon the requirements of the Xxxxxx Xxx Contract or the MBS Program regarding the transfer of Issuer responsibility. Within a reasonable time after actually receiving the request, Xxxxxx Xxx shall give written notice to Secured Party as to whether the request has been approved or rejected. (b) Immediately upon Xxxxxx Xxx’s issuance of written approval of the interim transfer of Issuer responsibility to the Standby Issuer, the Standby Issuer shall be deemed to be Issuer of record and to have assumed all of the obligations and liabilities of an Issuer with regard to the Pooled Mortgages and securities backed thereby, as described more fully in the Xxxxxx Xxx Contract (except that during the period of such interim transfer, Secured Party rather than Standby Issuer shall advance any funds necessary for such servicing). Upon receipt of notice of Xxxxxx Xxx’s approval of Standby Issuer, such Standby Issuer shall assume responsibility for all records and accounts (subject to Xxxxxx Xxx’s rights to oversee servicing by Issuer and to Section 12 hereof) so as to enable the Standby Issuer to carry out the duties and obligations of an Issuer as set forth in the Xxxxxx Xxx Contract, and such Standby Issuer shall confirm in writing to Xxxxxx Xxx that it has done so. Issuer and Secured Party shall use their best efforts to cooperate with and facilitate such transfer. Secured Party warrants and guarantees to Xxxxxx Xxx that the Standby Issuer shall comply with the requirements set forth herein.

Interim Transfer of Issuer Responsibility. (a) If Secured Party or Xxxxxx Xxx Mae elects an interim transfer of Issuer responsibility from Issuer to the Standby Issuer pursuant to Section 7(a) above or pursuant to rights under the Xxxxxx Xxx Contract, Secured Party must submit to Xxxxxx Xxx Mae the following at the time Secured Party is required to effect the cure pursuant to Paragraph 7(a)(1), (2) or (3): (1) A request (“Transfer Request”) in the form of Exhibit C. (2) A valid instrument properly executed by Issuer that constitutes or contains a current, valid power of attorney (“Power of Attorney”) authorizing Secured Party to make such Transfer Requests on behalf of Issuer and to effect the requested transfers if approved by Xxxxxx Xxx. Xxxxxx Xxx, without further inquiry or other action (and without actual examination of the Power of Attorney which may be contained in the Security Agreement or granted by a separate document) may rely upon the statement in such Power of Attorney and Transfer Request as being conclusive of Secured Party’s right, pursuant to the Security Agreement and any related agreement(s), between Secured Party and Issuer, to request and (only upon Xxxxxx XxxMae’s express written approval as hereinafter provided) cause a transfer of Issuer responsibility to the Standby Issuer. Xxxxxx Xxx shall incur no liability to any person or entity, including but not limited to Issuer and Secured Party, for agreeing to, approving or effecting any such transfer of Issuer responsibility. No interim transfer of Issuer responsibility to Standby Issuer shall take effect unless Xxxxxx Xxx Mae provides approval of such transfer of Issuer responsibility in writing. Xxxxxx Xxx may approve or reject such request in accordance with the conditions, requirements and provisions of this Acknowledgment Agreement, or based upon the requirements of the Xxxxxx Xxx Mae Contract or the MBS Program regarding the transfer of Issuer responsibility. Within a reasonable time after actually receiving the request, Xxxxxx Xxx shall give written notice to Secured Party as to whether the request has been approved or rejected. (b) Immediately upon Xxxxxx XxxMae’s issuance of written approval of the interim transfer of Issuer responsibility to the Standby Issuer, the Standby Issuer shall be deemed to be Issuer of record and to have assumed all of the obligations and liabilities of an Issuer with regard to the Pooled Mortgages and securities backed thereby, as described more fully in the Xxxxxx Xxx Contract (except that during the period of such interim transfer, Secured Party rather than Standby Issuer shall advance any funds necessary for such servicing). Upon receipt of notice of Xxxxxx XxxMae’s approval of Standby Issuer, such Standby Issuer shall assume responsibility for all records and accounts (subject to Xxxxxx XxxMae’s rights to oversee servicing by Issuer and to Section 12 hereof) so as to enable the Standby Issuer to carry out the duties and obligations of an Issuer as set forth in the Xxxxxx Xxx Mae Contract, and such Standby Issuer shall confirm in writing to Xxxxxx Xxx that it has done so. Issuer and Secured Party shall use their best efforts to cooperate with and facilitate such transfer. Secured Party warrants and guarantees to Xxxxxx Xxx Mae that the Standby Issuer shall comply with the requirements set forth herein.

Interim Transfer of Issuer Responsibility. (a) If Secured Party or Xxxxxx Xxx elects an interim transfer of Issuer issuer responsibility from Issuer to the Standby Issuer pursuant to Section 7(a) above or pursuant to rights under the Xxxxxx Xxx Contract, Secured Party must submit to Xxxxxx Xxx the following at the time Secured Party is required to effect the cure pursuant to Paragraph 7(a)(1), (2) or (3): (1) A request (“Transfer Request”) in the form of Exhibit C. (2) A valid instrument properly executed by Issuer that constitutes or contains a current, valid power of attorney (“Power of Attorney”) authorizing Secured Party to make such Transfer Requests on behalf of Issuer and to effect the requested transfers if approved by Xxxxxx Xxx. Xxxxxx Xxx, without further inquiry or other action (and without actual examination of the Power of Attorney which may be contained in the Security Agreement or granted by a separate document) may rely upon the statement in such Power of Attorney and Transfer Request as being conclusive of Secured Party’s right, pursuant to the Security Agreement and any related agreement(s), between Secured Party and Issuer, to request and (only upon Xxxxxx Xxx’s express written approval as hereinafter provided) cause a transfer of Issuer issuer responsibility to the Standby Issuer. Xxxxxx Xxx shall incur no liability to any person or entity, including but not limited to Issuer and Secured Party, for agreeing to, approving approving, or effecting any such transfer of Issuer issuer responsibility. No interim transfer of Issuer issuer responsibility to Standby Issuer shall take effect unless Xxxxxx Xxx provides approval of such transfer of Issuer issuer responsibility in writing. Xxxxxx Xxx may approve or reject such request in accordance with the conditions, requirements and provisions of this Acknowledgment Agreement, or based upon the requirements of the Xxxxxx Xxx Contract or the MBS Program regarding the transfer of Issuer issuer responsibility. Within a reasonable time after actually receiving the request, Xxxxxx Xxx shall give written notice to Secured Party as to whether the request has been approved or rejected. (b) Immediately upon Xxxxxx Xxx’s issuance of written approval of the interim transfer of Issuer issuer responsibility to the Standby Issuer, the Standby Issuer shall be deemed to be Issuer issuer of record and to have assumed all of the obligations and liabilities of an Issuer issuer with regard to the Pooled Mortgages and securities backed thereby, as described more fully in the Xxxxxx Xxx Contract (except that during the period of such interim transfer, Secured Party rather than Standby Issuer shall advance any funds necessary for such servicing). Upon receipt of notice of Xxxxxx Xxx’s approval of Standby Issuer, such Standby Issuer shall assume responsibility for all records and accounts (subject to Xxxxxx Xxx’s rights to oversee servicing by Issuer and to Section 12 hereof) so as to enable the Standby Issuer to carry out the duties and obligations of an Issuer issuer as set forth in the Xxxxxx Xxx Contract, and such Standby Issuer shall confirm in writing to Xxxxxx Xxx that it has done so. Issuer and Secured Party shall use their best efforts to cooperate with and facilitate such transfer. Secured Party warrants and guarantees to Xxxxxx Xxx that the Standby Issuer shall comply with the requirements set forth herein.

Interim Transfer of Issuer Responsibility. (a) If Secured Party or Xxxxxx Xxx Mae elects an interim transfer of Issuer responsibility from Issuer to the Standby Issuer pursuant to Section 7(a) above or pursuant to rights under the Xxxxxx Xxx Mae Contract, Secured Party must submit to Xxxxxx Xxx the following at the time Secured Party is required to effect the cure pursuant to Paragraph 7(a)(1), (2) or (3): (1) A request (“Transfer Request”) in the form of Exhibit C. (2) A valid instrument properly executed by Issuer that constitutes or contains a current, valid power of attorney (“Power of Attorney”) authorizing Secured Party to make such Transfer Requests on behalf of Issuer and to effect the requested transfers if approved by Xxxxxx XxxMae. Xxxxxx Xxx, without further inquiry or other action (and without actual examination of the Power of Attorney which may be contained in the Security Agreement or granted by a separate document) may rely upon the statement in such Power of Attorney and Transfer Request as being conclusive of Secured Party’s right, pursuant to the Security Agreement and any related agreement(s), between Secured Party and Issuer, to request and (only upon Xxxxxx XxxMae’s express written approval as hereinafter provided) cause a transfer of Issuer responsibility to the Standby Issuer. Xxxxxx Xxx shall incur no liability to any person or entity, including but not limited to Issuer and Secured Party, for agreeing to, approving or effecting any such transfer of Issuer responsibility. No interim transfer of Issuer responsibility to Standby Issuer shall take effect unless Xxxxxx Xxx Mae provides approval of such transfer of Issuer responsibility in writing. Xxxxxx Xxx may approve or reject such request in accordance with the conditions, requirements and provisions of this Acknowledgment Agreement, or based upon the requirements of the Xxxxxx Xxx Mae Contract or the MBS Program regarding the transfer of Issuer responsibility. Within a reasonable time after actually receiving the request, Xxxxxx Xxx shall give written notice to Secured Party as to whether the request has been approved or rejected. (b) Immediately upon Xxxxxx XxxMae’s issuance of written approval of the interim transfer of Issuer responsibility to the Standby Issuer, the Standby Issuer shall be deemed to be Issuer of record and to have assumed all of the obligations and liabilities of an Issuer with regard to the Pooled Mortgages and securities backed thereby, as described more fully in the Xxxxxx Xxx Contract (except that during the period of such interim transfer, Secured Party rather than Standby Issuer shall advance any funds necessary for such servicing). Upon receipt of notice of Xxxxxx XxxMae’s approval of Standby Issuer, such Standby Issuer shall assume responsibility for all records and accounts (subject to Xxxxxx XxxMae’s rights to oversee servicing by Issuer and to Section 12 hereof) so as to enable the Standby Issuer to carry out the duties and obligations of an Issuer as set forth in the Xxxxxx Xxx Mae Contract, and such Standby Issuer shall confirm in writing to Xxxxxx Xxx that it has done so. Issuer and Secured Party shall use their best efforts to cooperate with and facilitate such transfer. Secured Party warrants and guarantees to Xxxxxx Xxx Mae that the Standby Issuer shall comply with the requirements set forth herein.

Interim Transfer of Issuer Responsibility. (a) If Secured Party or Xxxxxx Xxx Mae elects an interim transfer of Issuer responsibility from Issuer to the Standby Issuer pursuant to Section 7(a) above or pursuant to rights under the Xxxxxx Xxx Contract, Secured Party must submit to Xxxxxx Xxx Mae the following at the time Secured Party is required to effect the cure pursuant to Paragraph 7(a)(1), (2) or (3): (1) A request (“"Transfer Request”") in the form of Exhibit C. (2) A valid instrument properly executed by Issuer that constitutes or contains a current, valid power of attorney (“"Power of Attorney”") authorizing Secured Party to make such Transfer Requests on behalf of Issuer and to effect the requested transfers if approved by Xxxxxx Xxx. Xxxxxx Xxx, without further inquiry or other action (and without actual examination of the Power of Attorney which may be contained in the Security Agreement or granted by a separate document) may rely upon the statement in such Power of Attorney and Transfer Request as being conclusive of Secured Party’s 's right, pursuant to the Security Agreement and any related agreement(s), between Secured Party and Issuer, to request and (only upon Xxxxxx Xxx’s Mae's express written approval as hereinafter provided) cause a transfer of Issuer responsibility to the Standby Issuer. Xxxxxx Xxx shall incur no liability to any person or entity, including but not limited to Issuer and Secured Party, for agreeing to, approving or effecting any such transfer of Issuer responsibility. No interim transfer of Issuer responsibility to Standby Issuer shall take effect unless Xxxxxx Xxx Mae provides approval of such transfer of Issuer responsibility in writing. Xxxxxx Xxx may approve or reject such request in accordance with the conditions, requirements and provisions of this Acknowledgment Agreement, or based upon the requirements of the Xxxxxx Xxx Mae Contract or the MBS Program regarding the transfer of Issuer responsibility. Within a reasonable time after actually receiving the request, Xxxxxx Xxx shall give written notice to Secured Party as to whether the request has been approved or rejected. (b) Immediately upon Xxxxxx Xxx’s Mae's issuance of written approval of the interim transfer of Issuer responsibility to the Standby Issuer, the Standby Issuer shall be deemed to be Issuer of record and to have assumed all of the obligations and liabilities of an Issuer with regard to the Pooled Mortgages and securities backed thereby, as described more fully in the Xxxxxx Xxx Contract (except that during the period of such interim transfer, Secured Party rather than Standby Issuer shall advance any funds necessary for such servicing). Upon receipt of notice of Xxxxxx Xxx’s Mae's approval of Standby Issuer, such Standby Issuer shall assume responsibility for all records and accounts (subject to Xxxxxx Xxx’s Mae's rights to oversee servicing by Issuer and to Section 12 hereof) so as to enable the Standby Issuer to carry out the duties and obligations of an Issuer as set forth in the Xxxxxx Xxx Mae Contract, and such Standby Issuer shall confirm in writing to Xxxxxx Xxx that it has done so. Issuer and Secured Party shall use their best efforts to cooperate with and facilitate such transfer. Secured Party warrants and guarantees to Xxxxxx Xxx Mae that the Standby Issuer shall comply with the requirements set forth herein.

Interim Transfer of Issuer Responsibility. (a) If Secured Party or Xxxxxx Xxx elects an interim transfer of Issuer responsibility from Issuer to the Standby Issuer pursuant to Section 7(a) above or pursuant to rights under the Xxxxxx Xxx Contract, Secured Party must submit to Xxxxxx Xxx Mae the following at the time Secured Party is required to effect the cure pursuant to Paragraph 7(a)(1), (2) or (3): (1) A request (“Transfer Request”) in the form of Exhibit C. (2) A valid instrument properly executed by Issuer that constitutes or contains a current, valid power of attorney (“Power of Attorney”) authorizing Secured Party to make such Transfer Requests on behalf of Issuer and to effect the requested transfers if approved by Xxxxxx Xxx. Xxxxxx Xxx, without further inquiry or other action (and without actual examination of the Power of Attorney which may be contained in the Security Agreement or granted by a separate document) may rely upon the statement in such Power of Attorney and Transfer Request as being conclusive of Secured Party’s right, pursuant to the Security Agreement and any related agreement(s), between Secured Party and Issuer, to request and (only upon Xxxxxx Xxx’s express written approval as hereinafter provided) cause a transfer of Issuer responsibility to the Standby Issuer. Xxxxxx Xxx shall incur no liability to any person or entity, including but not limited to Issuer and Secured Party, for agreeing to, approving or effecting any such transfer of Issuer responsibility. No interim transfer of Issuer responsibility to Standby Issuer shall take effect unless Xxxxxx Xxx provides approval of such transfer of Issuer responsibility in writing. Xxxxxx Xxx may approve or reject such request in accordance with the conditions, requirements and provisions of this Acknowledgment Agreement, or based upon the requirements of the Xxxxxx Xxx Mae Contract or the MBS Program regarding the transfer of Issuer responsibility. Within a reasonable time after actually receiving the request, Xxxxxx Xxx shall give written notice to Secured Party as to whether the request has been approved or rejected. (b) Immediately upon Xxxxxx Xxx’s issuance of written approval of the interim transfer of Issuer responsibility to the Standby Issuer, the Standby Issuer shall be deemed to be Issuer of record and to have assumed all of the obligations and liabilities of an Issuer with regard to the Pooled Mortgages and securities backed thereby, as described more fully in the Xxxxxx Xxx Contract (except that during the period of such interim transfer, Secured Party rather than Standby Issuer shall advance any funds necessary for such servicing). Upon receipt of notice of Xxxxxx Xxx’s approval of Standby Issuer, such Standby Issuer shall assume responsibility for all records and accounts (subject to Xxxxxx Xxx’s rights to oversee servicing by Issuer and to Section 12 hereof) so as to enable the Standby Issuer to carry out the duties and obligations of an Issuer as set forth in the Xxxxxx Xxx Mae Contract, and such Standby Issuer shall confirm in writing to Xxxxxx Xxx that it has done so. Issuer and Secured Party shall use their best efforts to cooperate with and facilitate such transfer. Secured Party warrants and guarantees to Xxxxxx Xxx Mae that the Standby Issuer shall comply with the requirements set forth herein.