Merger or Consolidation of the Company or the Servicer. Any Corporation into which either the Company or the Servicer may be merged or consolidated, or any Corporation resulting from any merger, conversion or consolidation to which either the Company or the Servicer shall be a party, or any Corporation succeeding to the business of either the Company or the Servicer, shall be the successor of the Company or the Servicer, as applicable, 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.
Merger or Consolidation of the Company or the Servicer. The Company and the Servicer will each keep in full effect its existence, rights and franchises as a corporation or association, as the case may be, and will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, the Certificates or any of the Contracts and to perform its duties under this Agreement.
Merger or Consolidation of the Company or the Servicer. The Company will keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Company may be merged or consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Company shall be a party, or any Person succeeding to the business of the Company whether or not related to loan servicing, shall be the successor of the Company 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 shall be an institution (A) having a GAAP net worth of not less than $25,000,000, (B) the deposits of which are insured by the FDIC, NCUSIF, SAIF and/or BIF, (C) which is a HUD-approved mortgagee whose primary business is in origination and servicing of first lien mortgage loans, and (D) who is a Fannie Mae or FHLMC approved seller/servicer in good standing, providex xxxxvxx that in lieu of the Company complying with clauses (C) and (D) herein, the Company may cause a Servicer to comply therewith. The Company shall cause the Servicer to keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement, or, if the Servicer fails to meet the requirements of this paragraph, the Company shall promptly replace such Servicer with a Servicer who meets the requirements of this paragraph. Any Person into which the Servicer may be merged or consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Servicer shall be a party, or any Person succeeding to the business of the Servicer whether or not related to loan servicing, shall be the successor of the Servicer, ...
Merger or Consolidation of the Company or the Servicer. The Company and the Servicer shall keep in full effect its existence, rights and franchises as a corporation, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement. Any person into which the Company or the Servicer may be merged or consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Company or the Servicer shall be a party, or any Person succeeding to the business of the Company or the Servicer, shall be the successor of the Company or the Servicer, as the case may be, 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 Servicer shall have a net worth of at least $25 million and shall be an institution which is a Xxxxxx Mae or Xxxxxxx Mac approved seller/servicer in good standing. Furthermore, in the event the Company or the Servicer transfers or otherwise disposes of all or substantially all of its assets to an affiliate of the Company or the Servicer, as the case may be, such affiliate shall be fully liable to the Purchaser for all of the Company's or the Servicer's respective obligations and liabilities hereunder.
Merger or Consolidation of the Company or the Servicer. Except as set forth in the following paragraph, the Company and the Servicer shall keep in full effect its existence, rights and franchises as a corporation, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Servicer or the Company, as the case may be, may be merged or consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Servicer or the Company, as the case may be, shall be a party, or any Person to whom the Servicer or the Company, as the case may be, has sold substantially all of its assets, or any Person succeeding to the business of the Servicer or the Company, as the case may be, or with respect to the Servicer, any Person more than 50% of the voting stock of which is directly or indirectly owned by Fleet Financial Group, Inc. or any limited partnership in which the sole general partner thereof is either the Servicer or a Person more than 50% of the voting stock of which is owned directly or indirectly by Fleet Financial Group, Inc., shall be the successor of the Servicer or the Company, as the case may be, 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 (i) the successor or surviving Person executes an agreement of assumption to perform the obligations of the Servicer or the Company, as the case may be, hereunder, whether occurring before or after such consolidation, merger, conversion or succession, and (ii) with respect to the Servicer, the successor or surviving Person shall be an institution that is approved to service mortgage loans on behalf of FNMA or FHLMC and has a net worth of not less than $15,000,000.
Merger or Consolidation of the Company or the Servicer. The Company and the Servicer will each keep in full effect its existence, rights and franchises as a corporation or association, as the case may be, and will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, the Certificates or any of the Contracts and to perform its duties under this Agreement. Any Person into which the Company or the Servicer may be merged or consolidated, or any Person resulting from any merger, conversion or consolidation to which the Company or the Servicer shall be a party, or any Person succeeding to the business of the Company or the Servicer, shall be the successor of the Company or the 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 Servicer shall satisfy the requirements of Section 8.08 with respect to the qualifications of a successor to the Servicer. Each of the Company and the Servicer shall promptly notify the Trustee and the Rating Agencies of any such merger to which it is a party.
Merger or Consolidation of the Company or the Servicer. Assignment of Rights and Delegation of Duties by Servicer.
