Common use of Modification Agreements Clause in Contracts

Modification Agreements. (a) The Servicer or the related Subservicer, as the case may be, shall be entitled to (a) execute assumption agreements, substitution agreements, and instruments of satisfaction or cancellation or of partial or full release or discharge, or any other document contemplated by this Agreement and other comparable instruments with respect to the Mortgage Loans and with respect to the related Mortgaged Properties (and the Issuer and the Indenture Trustee each shall promptly execute any such documents on request of the Servicer) and (b) approve the granting of an easement thereon in favor of another Person, any alteration or demolition of such Mortgaged Properties or other similar matters, if it has determined, exercising its good faith business judgment in the same manner as it would if it were the owner of the related Mortgage Loans, that the security for, and the timely and full collectability of, such Mortgage Loans would not be adversely affected thereby. A partial release pursuant to this Section 3.06 shall be permitted only if the CLTV for the related Mortgage Loan after such partial release does not exceed the CLTV for such Mortgage Loan as of the Cut-Off Date or related Subsequent Cut-Off Date, as applicable. Any fee collected by the Servicer or the related Subservicer for processing such request will be retained by the Servicer or such Subservicer as additional servicing compensation. (b) Notwithstanding any other provision of this Agreement to the contrary, the Servicer, at its option and in its sole discretion, may modify any Mortgage Loan to (i) change the Loan Rate payable on the related Mortgage Loan, (ii) increase the credit limit on the related Mortgage Loan above the limit stated in the related Loan Agreement, (iii) refinance the existing senior Lien or place a new senior Lien related to a Mortgage Loan resulting in a CLTV Ratio above the previous CLTV Ratio for such Mortgage Loan, or (iv) make any other material modification to the related Mortgage Loan; provided, however, that without the consent of the Enhancer, the aggregate Principal Balance of the Mortgage Loans modified by this Section 3.06(b) shall not exceed five percent (5%) of the Pool Balance as of the Cut-Off Date; provided, further, that any decision by the Servicer to modify a Mortgage Loan shall be normal and usual in accordance with its general mortgage servicing activities and consistent with the procedures the Servicer employs in servicing all other Mortgage Loans in the servicing portfolio with characteristics similar to those of the Mortgage Loans (including, but not limited to, analysis of credit scores, overall customer relationships and comparable industry standards) and provided, further, that, any Mortgage Loan modified in connection with a Promotional Advance will not be included in the five percent (5%) limitation described herein.

Modification Agreements. (a) The Servicer or the related Subservicer, as the case may be, shall be entitled to (a) execute assumption agreements, substitution agreements, and instruments of satisfaction or cancellation or of partial or full release or discharge, or any other document contemplated by this Agreement and other comparable instruments with respect to the Mortgage Loans and with respect to the related Mortgaged Properties (and the Issuer and the Indenture Trustee each shall promptly execute any such documents on request of the Servicer) and (b) approve the granting of an easement thereon in favor of another Person, any alteration or demolition of such Mortgaged Properties or other similar matters, if it has determined, exercising its good faith business judgment in the same manner as it would if it were the owner of the related Mortgage Loans, that the security for, and the timely and full collectability of, such Mortgage Loans would not be adversely affected thereby. A partial release pursuant to this Section 3.06 shall be permitted only if the CLTV for the related Mortgage Loan after such partial release does not exceed the CLTV for such Mortgage Loan as of the Cut-Off Date or related Subsequent Cut-Off Date, as applicable. Any fee collected by the Servicer or the related Subservicer for processing such request will be retained by the Servicer or such Subservicer as additional servicing compensation. (b) Notwithstanding any other provision of this Agreement to the contrary, the Servicer, at its option and in its sole discretion, may modify any Mortgage Loan to (i) change the Loan Rate payable on the related Mortgage Loan, (ii) increase the credit limit on the related Mortgage Loan above the limit stated in the related Loan Agreement, (iii) refinance the existing senior Lien or place a new senior Lien related to a Mortgage Loan resulting in a CLTV Ratio above the previous CLTV Ratio for such Mortgage Loan, or (iv) make any other material modification to the related Mortgage Loan; provided, however, that without the consent of the Enhancer, the aggregate Principal Balance of the Mortgage Loans modified by this Section 3.06(b) shall not exceed five percent (5%) of the Pool Balance as of the Cut-Off Date; provided, further, that any decision by the Servicer to modify a Mortgage Loan shall be normal and usual in accordance with its general mortgage servicing activities and consistent with the procedures the Servicer employs in servicing all other Mortgage Loans in the servicing portfolio with characteristics similar to those of the Mortgage Loans (including, but not limited to, analysis of credit scores, overall customer relationships and comparable industry standards) and provided, further, that, any Mortgage Loan modified in connection with a Promotional Advance will not be included in the five percent (5%) limitation described herein).

Modification Agreements. Concurrently with the execution of this Agreement, each Key Employee of the Company holding Company Unvested Common Stock and/or unvested Company Options shall enter into a Vesting Modification Agreement for Key Employees in substantially the form attached hereto as EXHIBIT D. 5.14 COMPANY AFFILIATES. SCHEDULE 5.14 to this Agreement sets forth those persons who, in the Company's reasonable judgment, are or may be "affiliates" of the Company within the meaning of Rule 145 (aeach such person, a "RULE 145 AFFILIATE") promulgated under the Securities Act ("RULE 145"). The Servicer or the related Subservicer, Company shall provide Parent such information and documents as the case may be, Parent shall reasonably request for purposes of reviewing such list. Parent and Sub shall be entitled to (a) execute assumption agreements, substitution agreements, and instruments of satisfaction or cancellation or of partial or full release or discharge, or any other document contemplated by this Agreement and other comparable instruments with respect issue appropriate stop transfer instructions to the Mortgage Loans transfer agent for Parent Common Stock and with respect to place the following legend on the certificates evidencing any Parent Common Stock to be received by such Affiliates pursuant to the related Mortgaged Properties terms of this Agreement: "THE SHARES REPRESENTED BY THIS CERTIFICATE WERE ISSUED IN A TRANSACTION TO WHICH RULE 145 APPLIES AND MAY ONLY BE TRANSFERRED IN CONFORMITY WITH RULE 145(d) OR PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR IN ACCORDANCE WITH A WRITTEN OPINION OF COUNSEL, REASONABLY ACCEPTABLE TO THE ISSUER IN FORM AND SUBSTANCE, THAT SUCH TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED." The legend set forth above shall be removed (and the Issuer and the Indenture Trustee each shall promptly execute any by delivery of a substitute certificate without such documents on request of the Servicerlegend) and (b) approve the granting of an easement thereon in favor of another Person, any alteration or demolition of such Mortgaged Properties or other similar mattersParent shall so instruct its transfer agent, if it has determined, exercising its good faith business judgment in the same manner as it would if it were the owner of the related Mortgage Loans, that the security for, and the timely and full collectability of, such Mortgage Loans would not be adversely affected thereby. A partial release pursuant Rule 145 Affiliate delivers to this Section 3.06 shall be permitted only if the CLTV for the related Mortgage Loan after such partial release does not exceed the CLTV for such Mortgage Loan as of the Cut-Off Date or related Subsequent Cut-Off Date, as applicable. Any fee collected by the Servicer or the related Subservicer for processing such request will be retained by the Servicer or such Subservicer as additional servicing compensation. (b) Notwithstanding any other provision of this Agreement to the contrary, the Servicer, at its option and in its sole discretion, may modify any Mortgage Loan to Parent (i) change satisfactory written evidence that the Loan Rate payable on shares have been sold in compliance with Rule 145 (in which case, the related Mortgage Loansubstitute certificate shall be issued in the name of the transferee), or (ii) increase the credit limit on the related Mortgage Loan above the limit stated an opinion of counsel, in the related Loan Agreementform and substance reasonably satisfactory to Parent, (iii) refinance the existing senior Lien or place a new senior Lien related to a Mortgage Loan resulting in a CLTV Ratio above the previous CLTV Ratio for such Mortgage Loan, or (iv) make any other material modification to the related Mortgage Loan; provided, however, effect that without the consent public sale of the Enhancer, the aggregate Principal Balance of the Mortgage Loans modified by this Section 3.06(b) shall not exceed five percent (5%) of the Pool Balance as of the Cut-Off Date; provided, further, that any decision shares by the Servicer holder thereof is no longer subject to modify a Mortgage Loan shall be normal and usual in accordance with its general mortgage servicing activities and consistent with the procedures the Servicer employs in servicing all other Mortgage Loans in the servicing portfolio with characteristics similar to those of the Mortgage Loans (including, but not limited to, analysis of credit scores, overall customer relationships and comparable industry standards) and provided, further, that, any Mortgage Loan modified in connection with a Promotional Advance will not be included in the five percent (5%) limitation described hereinRule 145.

Modification Agreements. (a) The Servicer or the related Subservicer, as the case may be, shall be entitled to (a) execute assumption agreements, substitution agreements, and instruments of satisfaction or cancellation or of partial or full release or discharge, or any other document contemplated by this Agreement and other comparable instruments with respect to the Mortgage Loans and with respect to the related Mortgaged Properties (and the Issuer and the Indenture Trustee each shall promptly execute any such documents on request of the Servicer) and (b) approve the granting of an easement thereon in favor of another Person, any alteration or demolition of such Mortgaged Properties or other similar matters, if it has determined, exercising its good faith business judgment in the same manner as it would if it were the owner of the related Mortgage Loans, that the security for, and the timely and full collectability of, such Mortgage Loans would not be adversely affected thereby. A partial release pursuant to this Section 3.06 shall be permitted only if the CLTV for the related Mortgage Loan after such partial release does not exceed the CLTV for such Mortgage Loan as of the Cut-Off Date or related Subsequent Cut-Off Date, as applicable. Any fee collected by the Servicer or the related Subservicer for processing such request will be retained by the Servicer or such Subservicer as additional servicing compensation. (b) Notwithstanding any other provision of this Agreement to the contrary, the Servicer, at its option and in its sole discretion, may modify any Mortgage Loan to (i) change the Loan Rate payable on the related Mortgage Loan, (ii) increase the credit limit on the related Mortgage Loan above the limit stated in the related Loan Agreement, (iii) refinance the existing senior Lien or place a new senior Lien related to a Mortgage Loan resulting in a CLTV Ratio above the previous CLTV Ratio for such Mortgage Loan, or (iv) make any other material modification to the related Mortgage Loan; provided, however, that without the consent of the Enhancer, the aggregate Principal Balance of the Mortgage Loans modified by this Section 3.06(b) shall not exceed five percent (5%) of the Pool Balance as of the Cut-Off Date; provided, further, that any decision by the Servicer to modify a Mortgage Loan shall be normal and usual in accordance with its general mortgage servicing activities and consistent with the procedures the Servicer employs in servicing all other Mortgage Loans in the servicing portfolio with characteristics similar to those of the Mortgage Loans (including, but not limited to, analysis of credit scores, overall customer relationships and comparable industry standards) and provided, further, that, any Mortgage Loan modified in connection with a Promotional Advance will not be included in the five percent (5%) limitation described herein).

Modification Agreements. (a) The Each Servicer or the related Subservicer, as the case may be, shall be entitled to (aA) execute assumption agreements, modification agreements, substitution agreements, and instruments of satisfaction or cancellation or of partial or full release or discharge, or any other document contemplated by this Servicing Agreement and other comparable instruments with respect to the Mortgage Loans and with respect to the related Mortgaged Properties subject to the Mortgages (and the Issuer and the Indenture Trustee each shall promptly execute any such documents on request of the a Servicer) and (bB) approve the granting of an easement thereon in favor of another Person, any alteration or demolition of such the related Mortgaged Properties Property or other similar matters, in each case if it has determined, exercising its good faith business judgment in the same manner as it would if it were the owner of the related Mortgage LoansLoan, that the security for, and the timely and full collectability of, such Mortgage Loans Loan would not be adversely affected thereby. A partial release pursuant , ; provided, however, that such Servicer may not modify materially or permit any Subservicer to this Section 3.06 shall be permitted only if modify any Mortgage Loan (unless such Mortgage Loan is in default or, in the CLTV for judgment of such Servicer, such default is reasonably foreseeable), including without limitation any modification that would change the Mortgage Interest Rate, forgive the payment of any principal or interest (unless in connection with the liquidation of the related Mortgage Loan after or except in connection with Principal Prepayments to the extent that such partial release does reamortization is not exceed inconsistent with the CLTV for terms of the Mortgage Loan), increase the principal balance, or extend the final maturity date of such Mortgage Loan, and, provided however, that in no event shall such modification reduce the Mortgage Interest Rate on a Mortgage Loan below the rate at which the Servicing Fee with respect to such Mortgage Loan as of the Cut-Off Date or related Subsequent Cut-Off Date, as applicableaccrues. Any fee collected by the a Servicer or the related Subservicer for processing such request will be retained by the such Servicer or such Subservicer as additional servicing compensation. (b) Notwithstanding any other provision of this Agreement to the contrary, the Servicer, at its option and in its sole discretion, may modify any Mortgage Loan to (i) change the Loan Rate payable on the related Mortgage Loan, (ii) increase the credit limit on the related Mortgage Loan above the limit stated in the related Loan Agreement, (iii) refinance the existing senior Lien or place a new senior Lien related to a Mortgage Loan resulting in a CLTV Ratio above the previous CLTV Ratio for such Mortgage Loan, or (iv) make any other material modification to the related Mortgage Loan; provided, however, that without the consent of the Enhancer, the aggregate Principal Balance of the Mortgage Loans modified by this Section 3.06(b) shall not exceed five percent (5%) of the Pool Balance as of the Cut-Off Date; provided, further, that any decision by the Servicer to modify a Mortgage Loan shall be normal and usual in accordance with its general mortgage servicing activities and consistent with the procedures the Servicer employs in servicing all other Mortgage Loans in the servicing portfolio with characteristics similar to those of the Mortgage Loans (including, but not limited to, analysis of credit scores, overall customer relationships and comparable industry standards) and provided, further, that, any Mortgage Loan modified in connection with a Promotional Advance will not be included in the five percent (5%) limitation described herein.