Common use of Merger or Consolidation of the Depositor or the Servicers Clause in Contracts

Merger or Consolidation of the Depositor or the Servicers. Subject to the following paragraph, the Depositor and the Servicers each will keep in full effect its existence, rights and franchises as corporations, each under the laws of the jurisdiction of its incorporation, 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 Loans and to perform its respective duties under this Agreement. The Depositor or each Servicer may be merged or consolidated with or into any Person, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related Servicer shall be a party, or any Person succeeding to the business of the Depositor or the related Servicer, shall be the successor of the Depositor or the related 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 related Servicer to the extent the related Servicer has any obligations to service the Loans hereunder (and it has not assigned such obligations pursuant to Section 3.1(c)), the Loans shall be serviced by a FNMA approved lender or a FHLMC seller/servicer in good standing; and provided further that the then-current rating of the Class A Certificates will not be reduced as a result of such merger or consolidation.

Merger or Consolidation of the Depositor or the Servicers. Subject to the following paragraph, the The Depositor and the Servicers each Servicer will each keep in full effect its existence, rights and franchises as corporationsa corporation or limited partnership, each as the case may be, under the laws of the jurisdiction United States or under the laws of its incorporation, one of the states thereof and will each 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 Mortgage Loans and to perform its respective duties under this Agreement. The Any Person into which the Depositor or each a Servicer may be merged or consolidated with or into any Personconsolidated, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related a Servicer shall be a party, or any Person person succeeding to the business of the Depositor or the related a Servicer, shall be the successor of the Depositor or such Servicer, as the related Servicer 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 Person to the related such Servicer shall be qualified to the extent the related Servicer has any obligations sell mortgage loans to, and to service the Loans hereunder (mortgage loans on behalf of, Xxxxxx Mae or FHLMC. Each Servicer is and it has not assigned such obligations pursuant shall continue to Section 3.1(c)), the Loans shall be serviced by an institution which is a FNMA Xxxxxx Xxx and FHLMC approved lender or a FHLMC seller/servicer in good standing; standing and provided further that the then-current rating shall maintain a net worth of the Class A Certificates will not be reduced as a result of such merger or consolidationat least $30,000,000.

Merger or Consolidation of the Depositor or the Servicers. Subject to Except as provided in the following next paragraph, the Depositor and the Servicers each Servicer will each keep in full effect its existence, rights and franchises as corporations, each a corporation or banking association under the laws of the jurisdiction United States or under the laws of its incorporation, one of the States thereof and will each 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 Mortgage Loans and to perform its respective duties under this Agreement. The Any Person into which the Depositor or each a Servicer may be merged or consolidated with or into any Personconsolidated, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related a Servicer shall be a party, or any Person succeeding to the business of the Depositor or the related a Servicer, shall be the successor of the Depositor Depositor, or such Servicer, as the related Servicer 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 notwithstandingnotwithstanding (except for the execution of an assumption agreement where such succession is not effected by operation of law); provided, however, that the successor or surviving Person to the related a Servicer shall be qualified to the extent the related Servicer has any obligations sell mortgage loans to, and to service the Loans hereunder (and it has not assigned such obligations pursuant to Section 3.1(c))mortgage loans on behalf of, the Loans shall be serviced by a FNMA approved lender Xxxxxx Xxx or a FHLMC seller/servicer in good standing; and provided further that the then-current rating of the Class A Certificates will not be reduced as a result of such merger or consolidationXxxxxxx Mac.

Merger or Consolidation of the Depositor or the Servicers. Subject to the following paragraph, the The Depositor and the Servicers will each will keep in full effect its existence, rights and franchises as corporationsa corporation, each national banking association, federally chartered savings bank or limited partnership as the case may be, under the laws of the jurisdiction United States or under the laws of its incorporation, one of the states thereof and will each obtain and preserve its qualification to do business as a foreign corporation or limited partnership, as applicable, 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 related Mortgage Loans and to perform its respective duties under this Agreement. The Any Person into which the Depositor or each of the Servicer may be merged or consolidated with or into any Personconsolidated, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related each Servicer shall be a party, or any Person succeeding to the business of the Depositor or the related such Servicer, shall be the successor of the Depositor or such Servicer, as the related Servicer 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 Person to the related Servicer shall be qualified to the extent the related Servicer has any obligations sell mortgage loans to, and to service mortgage loans on behalf of, Xxxxxx Xxx or Freddie Mac, and meets the Loans hereunder (requirements of Section 7.02, and it has provided, further, that such merger, consolidation or succession does not assigned such obligations pursuant to Section 3.1(c)), adversely affect the Loans shall be serviced by a FNMA approved lender or a FHLMC seller/servicer in good standing; and provided further that the then-then current rating of or ratings on the Class A Certificates will not be reduced as a result of such merger or consolidationOffered Certificates.

Merger or Consolidation of the Depositor or the Servicers. Subject to the following paragraph, the The Depositor and the Servicers each Servicer will each keep in full effect its existence, rights and franchises as corporationsa corporation or limited partnership, each as the case may be, under the laws of the jurisdiction United States or under the laws of its incorporation, one of the states thereof and will each 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 Mortgage Loans and to perform its respective duties under this Agreement. The Any Person into which the Depositor or each a Servicer may be merged or consolidated with or into any Personconsolidated, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related a Servicer shall be a party, or any Person person succeeding to the business of the Depositor or the related a Servicer, shall be the successor of the Depositor or such Servicer, as the related Servicer 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 Person to the related such Servicer shall be qualified to the extent the related Servicer has any obligations sell mortgage loans to, and to service the Loans hereunder (mortgage loans on behalf of, Xxxxxx Xxx or FHLMC. Each Servicer is and it has not assigned such obligations pursuant shall continue to Section 3.1(c)), the Loans shall be serviced by an institution which is a FNMA Xxxxxx Mae and FHLMC approved lender or a FHLMC seller/servicer in good standing; and provided further that the then-current rating of the Class A Certificates will not be reduced as a result of such merger or consolidation.

Merger or Consolidation of the Depositor or the Servicers. Subject to the following paragraph, the The Depositor and the Servicers each Servicer will each keep in full effect its existence, rights and franchises as corporationsa corporation or limited partnership, each as the case may be, under the laws of the jurisdiction United States or under the laws of its incorporation, one of the states thereof and will each 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 Mortgage Loans and to perform its respective duties under this Agreement. The Any Person into which the Depositor or each a Servicer may be merged or consolidated with or into any Personconsolidated, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related a Servicer shall be a party, or any Person person succeeding to the business of the Depositor or the related a Servicer, shall be the successor of the Depositor or such Servicer, as the related Servicer 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 Person to the related such Servicer shall be qualified to the extent the related Servicer has any obligations sell mortgage loans to, and to service the Loans hereunder (mortgage loans on behalf of, Xxxxxx Mae or FHLMC. Each Servicer is and it has not assigned such obligations pursuant shall continue to Section 3.1(c)), the Loans shall be serviced by an institution which is a FNMA Xxxxxx Xxx and FHLMC approved lender or a FHLMC seller/servicer in good standing; and provided further that the then-current rating of the Class A Certificates will not be reduced as a result of such merger or consolidation.

Merger or Consolidation of the Depositor or the Servicers. Subject to the following paragraph, the The Depositor and the Servicers each Servicer will each keep in full effect its existence, rights and franchises as corporations, each a corporation under the laws of the jurisdiction United States or under the laws of its incorporation, one of the states thereof and will each 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 Mortgage Loans and to perform its respective duties under this Agreement. The Any Person into which the Depositor or each a Servicer may be merged or consolidated with or into any Personconsolidated, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related that Servicer shall be a party, or any Person person succeeding to the business of the Depositor or the related such Servicer, shall be the successor of the Depositor or that Servicer, as the related Servicer 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 Person to the related a Servicer to the extent the related Servicer has any obligations shall be qualified to service the Loans hereunder (and it has not assigned such obligations pursuant to Section 3.1(c))mortgage loans on behalf of, the Loans shall be serviced by a FNMA approved lender or a FHLMC seller/servicer in good standing; and provided further that the then-current rating of the Class A Certificates will not be reduced as a result of such merger or consolidationFHLMC.

Merger or Consolidation of the Depositor or the Servicers. Subject to the following paragraph, the Depositor and the Servicers each will keep in full effect its existence, rights and franchises as corporations, each a corporation under the laws of the jurisdiction of its incorporation. Subject to the following paragraph, the each Servicer will keep in full effect its existence, rights and franchises as a corporation under the laws of the jurisdiction of its incorporation and its qualification as an approved conventional seller/servicer for Fxxxxx Mxx or Fxxxxxx Mac in good standing. The Depositor and each Servicer each 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 Mortgage Loans and to perform its respective duties under this Agreement. The Depositor or each Servicer any of the Servicers may be merged or consolidated with or into any Person, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related Servicer shall be a party, or any Person succeeding to the business of the Depositor or the related Servicer, shall be the successor of the Depositor or the related Servicer 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 Person to the related Servicer to the extent the related Servicer has any obligations shall be qualified to service the Loans hereunder (and it has not assigned such obligations pursuant to Section 3.1(c)), the Loans shall be serviced by a FNMA approved lender mortgage loans on behalf of Fxxxxx Mae or a FHLMC seller/servicer in good standingFxxxxxx Mac; and provided further that the then-current rating Rating Agencies’ ratings of the Class A Certificates and the Mezzanine Certificates in effect immediately prior to such merger or consolidation will not be qualified, reduced or withdrawn as a result of thereof (as evidenced by a letter to such merger or consolidationeffect from the Rating Agencies).

Merger or Consolidation of the Depositor or the Servicers. Subject to the following paragraph, the The Depositor and the Servicers each Servicer will each keep in full effect its existence, rights and franchises as corporationsa corporation or limited partnership, each as the case may be, under the laws of the jurisdiction United States or under the laws of its incorporation, one of the states thereof and will each 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 Mortgage Loans and to perform its respective duties under this Agreement. The 137 Any Person into which the Depositor or each a Servicer may be merged or consolidated with or into any Personconsolidated, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related a Servicer shall be a party, or any Person person succeeding to the business of the Depositor or the related a Servicer, shall be the successor of the Depositor or such Servicer, as the related Servicer 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 Person to the related such Servicer shall be qualified to the extent the related Servicer has any obligations sell mortgage loans to, and to service the Loans hereunder (mortgage loans on behalf of, Xxxxxx Mae or FHLMC. Each Servicer is and it has not assigned such obligations pursuant shall continue to Section 3.1(c)), the Loans shall be serviced by an institution which is a FNMA Xxxxxx Xxx and FHLMC approved lender or a FHLMC seller/servicer in good standing; and provided further that the then-current rating of the Class A Certificates will not be reduced as a result of such merger or consolidation.

Merger or Consolidation of the Depositor or the Servicers. Subject to the following paragraph, the The Depositor and the Servicers each Servicer will each keep in full effect its existence, rights and franchises as corporationsa corporation or limited partnership, each as the case may be, under the laws of the jurisdiction United States or under the laws of its incorporation, one of the states thereof and will each 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 Mortgage Loans and to perform its respective duties under this Agreement. The 137 Any Person into which the Depositor or each a Servicer may be merged or consolidated with or into any Personconsolidated, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the related a Servicer shall be a party, or any Person person succeeding to the business of the Depositor or the related a Servicer, shall be the successor of the Depositor or such Servicer, as the related Servicer 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 Person to the related such Servicer shall be qualified to the extent the related Servicer has any obligations sell mortgage loans to, and to service the Loans hereunder (mortgage loans on behalf of, Fannie Mae or FHLMC. Each Servicer is and it has not assigned such obligations pursuant to Section 3.1(c)), the Loans shall be serviced by continue xx xx an institution which is a FNMA Fannie Mae and FHLMC approved lender or a FHLMC seller/servicer in good standing; and provided further that the then-current rating of the Class A Certificates will not be reduced as a result of such merger or consolidation.