Common use of Merger or Consolidation of or Assumption of the Obligations of the HELOC Servicer Clause in Contracts

Merger or Consolidation of or Assumption of the Obligations of the HELOC Servicer. Any corporation into which the HELOC Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the HELOC Servicer shall be a party, or any corporation succeeding to the business of the HELOC Servicer, shall be the successor of the HELOC Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the successor or surviving Person to the HELOC Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Xxxxxx Xxx or Xxxxxxx Mac. A.) is reasonably satisfactory to the HELOC Back-Up Servicer, is willing to service the HELOC Mortgage Loans and executes and delivers to the HELOC Back-Up Servicer, the Issuer and the Indenture Trustee an agreement, in form and substance reasonably satisfactory to the HELOC Back-Up Servicer, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the HELOC Servicer under this HELOC Servicing Agreement; provided, further, that each Rating Agency’s rating, without regard to the Policy, of the applicable Grantor Trust Certificates or the Class II-A Notes in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency) or considered to be below investment grade, and provided further that, at any time that the Grantor Certificates or the Class II-A Notes remain outstanding and no Servicing Default shall have occurred and be continuing, such assignment and delegation shall not be made without prior written consent from the Insurer.

Merger or Consolidation of or Assumption of the Obligations of the HELOC Servicer. Any corporation into which the HELOC Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the HELOC Servicer shall be a party, or any corporation succeeding to the business of the HELOC Servicer, shall be the successor of the HELOC Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; providedPROVIDED, howeverHOWEVER, that the successor or surviving Person to the HELOC Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Xxxxxx Xxx Fannie Mae or Xxxxxxx Freddie Mac. A.) . Xhe HXXXX Xxrvicer may assign its rights and delegate its duties and obligations under this HELOC Servicing Agreement; PROVIDED, that the Person accepting such assignment or delegation shall be a Person which is reasonably satisfactory qualified to service mortgage loans on behalf of Fannie Mae or Freddie Mac, ix xxxxonably sxxxxxxxtory to the HELOC Back-Up Servicer, is willing to service the HELOC Mortgage Loans and executes and delivers to the HELOC Back-Up Servicer, the Issuer and the Indenture Trustee an agreement, in form and substance reasonably satisfactory to the HELOC Back-Up Servicer, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the HELOC Servicer under this HELOC Servicing Agreement; providedPROVIDED, furtherFURTHER, that each Rating Agency’s 's rating, without regard to the Policy, of the applicable Grantor Trust Certificates or the Class IIVI-A Notes in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency) or considered to be below investment grade, and provided further that, at any time that the Grantor Certificates or the Class IIVI-A Notes remain outstanding and no Servicing Default shall have occurred and be continuing, such assignment and delegation shall not be made without prior written consent from the Insurer.

Merger or Consolidation of or Assumption of the Obligations of the HELOC Servicer. Any corporation into which the HELOC Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the HELOC Servicer shall be a party, or any corporation succeeding to the business of the HELOC Servicer, shall be the successor of the HELOC Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; providedPROVIDED, howeverHOWEVER, that the successor or surviving Person to the HELOC Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Xxxxxx Fannie Mae or Freddie Mac. Xxx XXXOC Sxxxxxxx may assign its rights and delegate its duties and obligations under this HELOC Servicing Agreement; PROVIDED, that the Person accepting such assignment or Xxxxxxx delegation shall be a Person which is qualified to service mortgage loans on behalf of Fannie Mae or Freddie Mac. A.) , is reasonably satisfactory to reasxxxxxx satisfaxxxxx xo the HELOC Back-Up Servicer, is willing to service the HELOC Mortgage Loans and executes and delivers to the HELOC Back-Up Servicer, the Issuer and the Indenture Trustee an agreement, in form and substance reasonably satisfactory to the HELOC Back-Up Servicer, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the HELOC Servicer under this HELOC Servicing Agreement; providedPROVIDED, furtherFURTHER, that each Rating Agency’s rating, without regard to the Policy, 's rating of the applicable Grantor Trust Certificates or the Class IIIX-A Notes in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency) or considered to be below investment grade, and provided further that, at any time that the Grantor Certificates or the Class II-A Notes remain outstanding and no Servicing Default shall have occurred and be continuing, such assignment and delegation shall not be made without prior written consent from the Insurer.

Merger or Consolidation of or Assumption of the Obligations of the HELOC Servicer. Any corporation into which the HELOC Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the HELOC Servicer shall be a party, or any corporation succeeding to the business of the HELOC Servicer, shall be the successor of the HELOC Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the successor or surviving Person to the HELOC Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Xxxxxx Xxx Fxxxxx Mxx or Xxxxxxx Fxxxxxx Mac. A.. The HELOC Servicer may assign its rights and delegate its duties and obligations under this HELOC Servicing Agreement; provided, that the Person accepting such assignment or delegation (which may include Bank of America, N.A. or any affiliate of Bank of America, N.A.) shall be a Person which is qualified to service mortgage loans on behalf of Fxxxxx Mae or Fxxxxxx Mac, and (except in the case of Bank of America, N.A. or any affiliate of Bank of America, N.A.) is reasonably satisfactory to the HELOC Back-Up Servicer, is willing to service the HELOC Mortgage Loans and executes and delivers to the HELOC Back-Up Servicer, the Issuer Issuing Entity and the Indenture Trustee an agreement, in form and substance reasonably satisfactory to the HELOC Back-Up Servicer, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the HELOC Servicer under this HELOC Servicing Agreement; provided, further, that each Rating Agency’s rating, without regard to the Policy, of the applicable Grantor Trust Certificates or the Class IIV-A Notes in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency) or considered to be below investment grade, and provided further that, at any time that the Grantor Trust Certificates or the Class IIV-A Notes remain outstanding and no Servicing Default shall have occurred and be continuing, such assignment and delegation shall not be made without prior written consent from the InsurerCredit Enhancer.