Negative Covenants of Servicer. As long as it is the Servicer hereunder, the Servicer hereby covenants that the Servicer shall not:
Negative Covenants of Servicer. The Servicer covenants that, without the prior consent of the Administrative Agent and the Required Purchasers:
Negative Covenants of Servicer. Servicer hereby agrees that:
(a) Servicer shall not create, incur, assume or suffer to exist any claim, lien or other encumbrance upon (including, without limitation, the filing of any financing statement) or with respect to, any of the Mortgaged Property or Pledged Property, or assign any right to receive income with respect thereto.
(b) Servicer shall not make any change in the character of its business, or in the Accepted Servicing Practices, that would impair the collectability of the Loans unless it has received the prior written consent of Owner with respect to such change, which consent Owner may give or withhold in its sole discretion.
(c) Servicer shall not direct any Borrower or any other Person required to make or otherwise making any payments with respect to a Loan to make any such payments to any account or Person other than to Servicer or the Servicer Account, unless it has received prior written consent from Owner with respect to the making of any such payment to any such other account or Person, which consent Owner may give or withhold in its sole discretion.
(d) Servicer shall not waive, modify, release, or consent to postponement on the part of a Borrower of any term or provision of any Loan Documents except in accordance with the Accepted Servicing Practices.
Negative Covenants of Servicer. From the date hereof until the Final Payoff Date, unless Purchaser and the Agent shall otherwise consent in writing, Servicer shall perform its Obligations under this Section 11.2.
Negative Covenants of Servicer. As long as it is the Servicer hereunder, the Servicer hereby covenants that the Servicer shall not:
(a) Changes in Accounting Treatment and Reporting Practices. Change or permit any change in any accounting principles or financial reporting practices applied to the Servicer, except in accordance with GAAP, if such change would have a Material Adverse Effect with respect to the Servicer;
(b) Change in Credit and Collection Policy.
(i) Make any material change in the Credit and Collection Policy or (ii) make any material change in the character of its business or engage in any business unrelated to such business as currently conducted that, in either case, individually or in the aggregate with all other such changes, would be reasonably likely to have a material adverse effect on the performance of the Pledged Assets;
(c) Change in Name. Change its corporate name or the name under or by which it does business unless the Servicer has given Cartus, CRC, the Issuer and the Issuer’s successors and assigns at least 30 days’ prior written notice thereof;
(d) Change in Payment Instruction to Obligors. Make any change in the instructions to Obligors or other Persons regarding payments to be made to it or payments to be made to any Lockbox Account, which payments relate to the Pledged Assets, unless the Servicer has given the Issuer and its successors and assigns prior written notice thereof, and then only in compliance with Section 3.05(f), or add or terminate any bank as a Lockbox Bank from those listed in Schedule 3.04(k) unless (i) the Trustee has received copies of a Lockbox Agreement with each new Lockbox Bank duly executed by the parties thereto and (ii) in the case of any termination, the Issuer or its successors and assigns have received evidence to their satisfaction that the Obligors that were making payments into a terminated Lockbox Account have been instructed in writing to make payments into another Lockbox Account then in use;
Negative Covenants of Servicer. From the date hereof until ------------------------------ the Final Payout Date, Servicer will not, unless Administrator and the Relationship Bank shall otherwise consent in writing:
Negative Covenants of Servicer. From the date of this Agreement until the Final Termination Date, the Servicer covenants and agrees that it shall not:
(a) except as otherwise provided herein, and whether by operation of Law or otherwise, originate, assign or otherwise dispose of, or create or suffer to exist, any Security Interest upon or with respect to any of the Customer Loan Assets except as otherwise agreed by the Agent (including pursuant to any intercreditor or like agreements in respect of which the Agent is a party) or assign any right to receive payment thereunder;
(b) extend, amend, waive or otherwise modify the terms of any Customer Loan Asset or any contract related thereto (other than adjusting, settling or compromising the account or payment thereof pursuant to this Article 6 and except for deferments and extensions in the ordinary course of business which are consistent with the Credit and Collection Policies or which are available to Obligors under the terms of the Customer Loan Assets) except modifications or waivers that (i) do not affect the payment terms of any Customer Loan Asset and (ii) do not adversely affect the collectability of any Customer Loan Asset;
(c) take or omit to take any action if the taking or omitting to take such action by the Servicer would constitute a breach by the Servicer of any representation, warranty or covenant in this Agreement; or
(d) resign or purport to resign as Servicer.
Negative Covenants of Servicer. Servicer hereby makes the following covenants which shall be covenants of the Servicer throughout the term hereof:
(A) With respect to the Accounts and the Receivables, Servicer shall not take any action (other than actions necessary to service the Accounts and collect the Receivables consistent with the terms of this Agreement and the terms of the Asset Purchase Agreement) without the prior consent of Purchaser;
(B) Except as provided in Section 4.1 of the Asset Purchase Agreement, without the Purchaser’s written consent, Servicer shall not amend, terminate, or otherwise modify any terms or conditions of any Card Agreement, Benefit Agreement, agreement affecting any Other Enhancements or any Endorsement Agreements, or materially affect the enforceability of any Card Agreement, Benefit Agreement, agreement affecting any Other Enhancements or any Endorsement Agreements;
(C) Servicer shall not enter into any contract, agreement, or other arrangement with respect to the Services to be provided hereunder by Servicer, without the express prior written consent of Purchaser; such consent not to be unreasonably withheld by Purchaser;
(D) Servicer shall not communicate with any Obligor without the express prior written approval of Purchaser, except in the ordinary course of business and in accordance with Servicer’s Policies and Procedures or as required by applicable Requirements of Law; and
(E) Servicer shall not initiate or suggest any legal action with respect to any Account.
Negative Covenants of Servicer. (a) Change in Jurisdiction of Organization, Name, Principal Place of Business or Location of Records. Servicer shall not change its jurisdiction of organization, name, identity or corporate structure or relocate its principal place of business or chief executive office, and the Servicer shall not change any office where Records are kept, unless, in each case, it shall have (i) given Owner at least 30 days prior notice thereof and (ii) delivered to Owner all financing statements, instruments and other documents requested by Owner in connection with such change or relocation.
Negative Covenants of Servicer. As long as it is ------------------------------ the Servicer hereunder, the Servicer hereby covenants that the Servicer shall not: (a) Change in Credit and Collection Policy.
(i) Make any change -------------------------------------- in the Credit and Collection Policy that would be reasonably likely to adversely affect the collection of any material portion of the Receivables or other Purchased Assets or to decrease in any material respect the overall credit quality of any newly created Receivables or other Purchased Assets or (ii) make any material change in the character of its business or engage in any business unrelated to such business as currently conducted that, in either case, individually or in the aggregate with all other such changes, would be reasonably likely to have a material adverse effect on the performance of the Purchased Assets;
