Common use of Performance and Enforcement of Certain Obligations Clause in Contracts

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so so, and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Sale and Servicing Agreement, or by the Seller and Ford Credit, as applicable, of each of their obligations under or in connection with the Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement and the Servicing Agreement Purchase Agreement, as the case may be, to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, the Servicer or the Master Servicer Ford Credit thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Sale and Servicing Agreement or by the Seller or Ford Credit of each of their obligations under the Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly a)Promptly following a written request from the Enhancer or the Indenture Trustee to do so and at (with the Administrator's expensewritten consent of the Enhancer), the Issuer Issuer, in its capacity as holder owner of the Mortgage Loans, shall shall, with the written consent of the Enhancer, take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Sellers and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Sellers or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Sellers or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Credit Enhancer or the Indenture Trustee with the written consent of the Credit Enhancer to do so and at the Administrator's expenseso, the Issuer Issuer, in its capacity as holder of the Mortgage Home Equity Loans, shall shall, with the written consent of the Credit Enhancer, take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Home Equity Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Seller, the Servicer and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Contribution Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Contribution Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, the Servicer or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Servicer or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Sale and Contribution Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Sale and Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Sale and Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Sale and Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Enhancer or the Indenture Trustee to do so and at (with the Administrator's expensewritten consent of the Enhancer), the Issuer Issuer, in its capacity as holder owner of the Mortgage Loans, shall shall, with the written consent of the Enhancer, take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Sellers and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Sellers or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Sellers or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Sale and Servicing Agreement or to the Seller under or in connection with the Purchase Agreement and in accordance with the Servicing Agreementterms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement (or the Seller under or in connection with the Purchase Agreement) to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Sale and Servicing Agreement or the Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Contribution Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Contribution Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Sale and Contribution Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Credit Enhancer or the Indenture Trustee with the written consent of the Credit Enhancer to do so and at the Administrator's expense(so long as no Credit Enhancer Default exists), the Issuer Issuer, in its capacity as holder of the Mortgage Home Loans, shall shall, with the written consent of the Credit Enhancer (so long as no Credit Enhancer Default exists), take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Home Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Home Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Home Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Home Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's Issuer’s expense, the Issuer in its capacity as holder of the Mortgage Loans, shall agrees to take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement and the Servicing AgreementAgreement with respect to the Securitized Utility Tariff Property, respectively, in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement and the Servicing Agreement Agreement, respectively, to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Sale Agreement and the Servicing AgreementAgreement with respect to the Securitized Utility Tariff Property, respectively.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Contribution Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Contribution Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, Trustee as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Sale and Contribution Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Credit Enhancer or the Indenture Trustee with the written consent of the Credit Enhancer to do so and at the Administrator's expenseso, the Issuer Issuer, in its capacity as holder of the Mortgage Home Loans, shall shall, with the written consent of the Credit Enhancer, take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Home Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Home Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Home Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Home Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Credit Enhancer or the Indenture Trustee to do so and at (with the Administrator's expensewritten consent of the Credit Enhancer), the Issuer Issuer, in its capacity as holder owner of the Mortgage Home Loans, shall shall, with the written consent of the Credit Enhancer, take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Sellers and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Home Loans, including the transmission of notices of default on the part of the Seller Sellers or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Sellers or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Sale and Servicing Agreement or to the Seller under or in connection with the Purchase Agreement and Agreements in accordance with the Servicing Agreementterms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement (or the Seller under or in connection with the Purchase Agreements) to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Sale and Servicing Agreement or the Purchase Agreement and the Servicing AgreementAgreements.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer Issuing Entity in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer Issuing Entity to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer Issuing Entity under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer Issuing Entity under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Enhancer or the Indenture Trustee to do so and at (with the Administrator's expensewritten consent of the Enhancer), the Issuer Issuer, in its capacity as holder owner of the Mortgage Loans, shall shall, with the written consent of the Enhancer, take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Master Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Master Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Master Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Seller, NC Capital and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, NC Capital or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, NC Capital or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Seller, the Servicer, the Administrator and the Master Servicerany Swap Counterparties, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and Sale Agreement, the Servicing Agreement, the Administration Agreement and any Swap Agreements and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement, the Servicing Agreement and the Servicing Administration Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, the Servicer, the Administrator or the Master Servicer any Swap Counterparties thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Servicer, the Administrator or the Master Servicer any Swap Counterparties of each of their obligations under the Mortgage Loan Purchase Agreement and Sale Agreement, the Servicing Agreement, the Administration Agreement or any Swap Agreements.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee [or the Securities Insurer] to do so and at the AdministratorMaster Servicer's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee [or the Securities Insurer] may request to cause the Issuer to compel or secure the performance and observance by the Seller Transferor, the Servicer and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer Issuer, under or in connection with the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of Trustee [or the Mortgage LoansSecurities Insurer], including the transmission of notices of default on the part of the Seller Transferor or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Transferor, the Master Servicer or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and Seller, the Depositor, the Trust Administrator or the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Sale and Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage LoansAgreement, including the transmission of notices of default on the part of the Seller Seller, the Depositor, the Trust Administrator or the Master Servicer thereunder Servicer, as applicable, under the Mortgage Loan Purchase Agreement and Sale and Servicing Agreement and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Depositor, the Trust Administrator or the Master Servicer of each of their applicable obligations under the Mortgage Loan Purchase Agreement and the Sale and Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall Owner Trustee agrees to take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each Servicer of their respective obligations to the Issuer Owner Trustee under or in connection with the Mortgage Loan Purchase Pooling and Servicing Agreement and the Servicing AgreementPurchase Agreement or by NFC of its obligations under or in connection with the Purchase Agreement in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer Owner Trustee under or in connection with the Mortgage Loan Purchase Pooling and Servicing Agreement and the Servicing Purchase Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, the Servicer or the Master Servicer NFC thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Servicer or the Master Servicer NFC of each of their respective obligations under the Mortgage Loan Purchase Pooling and Servicing Agreement and the Servicing Purchase Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Insurer (so long as no Insurer Default has occurred and is continuing) or the Indenture Trustee Trustee, with the consent of the Insurer to do so and at the Administrator's expense(which consent shall not be unreasonably withheld), the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee or the Insurer, as applicable, may request to cause the Issuer to compel or secure the performance and observance by the Seller Depositor and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement to the extent and in the manner directed by the Indenture TrusteeTrustee or the Insurer, as pledgee of the Mortgage Loansapplicable, including the transmission of notices of default on the part of the Seller Depositor or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Depositor or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and or the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Sale and Servicing Agreement or the Receivables Purchase Agreement and the Servicing Agreement, as applicable, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Sale and Servicing Agreement or the Receivables Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Sale and Servicing Agreement or the Receivables Purchase Agreement and Agreement; provided, however, nothing herein shall in any way impose on the Servicing AgreementIndenture Trustee the duty to monitor the performance of the Seller or the Master Servicer of any of their liabilities, duties or obligations under any Basic Document.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's ’s expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and Seller, the Depositor, the Securities Administrator, the Master Servicer or the Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Transfer and Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Transfer and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or Seller, the Depositor, the Securities Administrator, the Master Servicer thereunder or the Servicer, as applicable, under the Mortgage Loan Purchase Agreement and Transfer and Servicing Agreement and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or Seller, the Depositor, the Securities Administrator, the Master Servicer or the Servicer, as applicable, of each of their applicable obligations under the Mortgage Loan Purchase Agreement and the Transfer and Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and Seller, the Credit Risk Manager, the Depositor, the Master Servicer, the Servicer, the Securities Administrator, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Transfer and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Transfer and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, the Depositor, the Credit Risk Manager, the Servicer, the Securities Administrator or the Master Servicer thereunder Servicer, as applicable, under the Transfer and Servicing Agreement and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Credit Risk Manager, the Depositor, the Servicer, the Securities Administrator or the Master Servicer of each of their applicable obligations under the Mortgage Loan Purchase Agreement Transfer and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Seller, the Administrator and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement (and with respect to the Servicing Administrator only, the Administration Agreement) in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement (and the Servicing Agreement Administration Agreement) to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, the Administrator or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Administrator or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Sale and Servicing Agreement (and the Servicing Administration Agreement).

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Seller, the Servicer, the Administrator and the Master ServicerSwap Counterparty, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and Sale Agreement, the Servicing Agreement, the Administration Agreement and the Swap Agreement and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement, the Servicing Agreement and the Servicing Administration Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, the Servicer, the Administrator or the Master Servicer Swap Counterparty thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Servicer, the Administrator or the Master Servicer Swap Counterparty of each of their obligations under the Mortgage Loan Purchase Agreement and Sale Agreement, the Servicing Agreement, the Administration Agreement or the Swap Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so so, and at the Administrator's ’s expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Trust Depositor, the Seller[, the Swap Counterparty] and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement, the Transfer and Sale Agreement [and the Servicing Interest Rate Swap Agreement] in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement [and the Servicing Agreement Interest Rate Swap Agreement] to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Trust Depositor or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Trust Depositor or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall agrees to take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each Servicer of their respective obligations to the Issuer under or in connection with the Mortgage Loan Purchase Trust Sale and Servicing Agreement and the Pooling and Servicing AgreementAgreement or by the Original Seller of its obligations under or in connection with the Pooling and Servicing Agreement in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Trust Sale and Servicing Agreement and the Pooling and Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Trust Sale and Servicing Agreement and the Pooling and Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer Issuer, in its capacity as holder owner of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Transferor and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement and the Sale and Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement and the Sale and Servicing Agreement Agreement, to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Transferor or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings Proceedings to compel or secure performance by the Seller Transferor or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Sale Agreement and the Sale and Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's ’s expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Seller, the Servicer and the Master ServicerSwap Counterparty, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement and the Servicing Interest Rate Swap Agreement or by the Seller of its remedies under or in connection with the Receivables Purchase Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement and the Servicing Interest Rate Swap Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their respective obligations under the Mortgage Loan Sale and Servicing Agreement, the Receivables Purchase Agreement and or the Servicing Interest Rate Swap Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder Holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, Trustee as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement, as applicable.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer Issuing Entity in its capacity as holder of the Mortgage LoansContracts, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer Issuing Entity to compel or secure the performance and observance by the Seller Seller, the Originator and the Master Servicer, as applicable, of each of their obligations to the Issuer Issuing Entity under or in connection with the Mortgage Loan Asset Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer Issuing Entity under or in connection with the Mortgage Loan Asset Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage LoansContracts, including the transmission of notices of default on the part of the Seller Seller, the Originator or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Originator or the Master Servicer of each of their obligations under the Mortgage Loan Asset Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) -------------------------------------------------- Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and Seller, the Administrator, the Master ServicerServicer and any Subservicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement, the Master Servicing Agreement and the Servicing Agreement, Administration Agreement and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement, the Master Servicing Agreement and the Servicing Administration Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or Seller, the Master Servicer or the Administrator thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or Seller, the Master Servicer or the Administrator of each of their obligations under the Mortgage Loan Purchase Sale Agreement, the Master Servicing Agreement and or the Servicing Administration Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Home Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Home Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Home Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, Trustee as pledgee of the Mortgage Home Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Home Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee (at the direction of the Insurer) to do so and at the AdministratorMaster Servicer's or Seller's expense, as applicable, the Issuer in its capacity as holder of the Mortgage Loans, shall agrees to take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Transfer and Servicing Agreement and the Servicing AgreementMortgage Loan Sale Agreement in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Transfer and Servicing Agreement and the Servicing Mortgage Loan Sale Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their respective obligations under the Mortgage Loan Purchase Transfer and Servicing Agreement and the Servicing Mortgage Loan Sale Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall Owner Trustee agrees to take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each Servicer of their respective obligations to the Issuer Owner Trustee under or in connection with the Mortgage Loan Purchase Pooling and Servicing Agreement and the Servicing AgreementPurchase Agreement or by NFC of its obligations under or in connection with the Purchase Agreement in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer Owner Trustee under or in connection with the Mortgage Loan Purchase Pooling and Servicing Agreement and the Servicing Purchase Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, the Servicer or the Master Servicer NFC thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Servicer, or the Master Servicer NFC of each of their respective obligations under the Mortgage Loan Purchase Pooling and Servicing Agreement and the Servicing Purchase Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Insurer or the Indenture Trustee Trustee, with the consent of the Insurer to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee or the Insurer, as applicable, may request to cause the Issuer to compel or secure the performance and observance by the Seller Seller, the Depositor and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement and the Servicing Agreementother Transaction Documents, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement and the Servicing Agreement other Transaction Documents to the extent and in the manner directed by the Indenture TrusteeTrustee or the Insurer, as pledgee of the Mortgage Loansapplicable, including the transmission of notices of default on the part of the Seller Seller, the Depositor or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Depositor or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Sale and Servicing Agreement and the Servicing Agreementother Transaction Documents.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee or the Subordinate Note Insurer to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Seller, the Servicer, the Administrator and the Master ServicerSwap Counterparty, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and Sale Agreement, the Servicing Agreement, the Administration Agreement and the Swap Agreement and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement, the Servicing Agreement and the Servicing Administration Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of Trustee or the Mortgage LoansSubordinate Note Insurer, including the transmission of notices of default on the part of the Seller Seller, the Servicer, the Administrator or the Master Servicer Swap Counterparty thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Seller, the Servicer, the Administrator or the Master Servicer Swap Counterparty of each of their obligations under the Mortgage Loan Purchase Agreement and Sale Agreement, the Servicing Agreement, the Administration Agreement or the Swap Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Seller, the Master Servicer and the Master ServicerAdministrator, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement, the Master Servicing Agreement and the Servicing Agreement, Administration Agreement and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement, the Master Servicing Agreement and the Servicing Administration Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or Seller, the Master Servicer or the Administrator thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or Seller, the Master Servicer or the Administrator of each of their obligations under the Mortgage Loan Purchase Sale Agreement, the Master Servicing Agreement and or the Servicing Administration Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's ’s expense, the Issuer in its capacity as holder of the Mortgage Loans, shall agrees to take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each Servicer of their respective obligations to the Issuer under or in connection with the Mortgage Loan Purchase Trust Sale and Servicing Agreement and the Pooling and Servicing AgreementAgreement or by the Original Seller of its obligations under or in connection with the Pooling and Servicing Agreement in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Trust Sale and Servicing Agreement and the Pooling and Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Trust Sale and Servicing Agreement and the Pooling and Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's ’s expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Depositor, the Sellers, the Administrator, the Eligible Lender Trustee and the Master Servicer, as applicable, of each of their respective obligations to the Issuer Issuer, whether directly or by assignment, under or in connection with the Mortgage Loan Purchase Agreement and applicable Transaction Documents in accordance with the Servicing Agreementterms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement such relevant Transaction Documents, to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Depositor, the Sellers, the Administrator, the Eligible Lender Trustee or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Depositor, the Sellers, the Administrator, the Eligible Lender Trustee or the Master Servicer of each of their respective obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreementapplicable Transaction Documents.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee (at the direction of the Insurer) to do so and at the Administrator's Master Servicer’s or Seller’s expense, as applicable, the Issuer in its capacity as holder of the Mortgage Loans, shall agrees to take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Transfer and Servicing Agreement and the Servicing AgreementMortgage Loan Sale Agreement in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Transfer and Servicing Agreement and the Servicing Mortgage Loan Sale Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their respective obligations under the Mortgage Loan Purchase Transfer and Servicing Agreement and the Servicing Mortgage Loan Sale Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and or the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Sale and Servicing Agreement, Funding Note Purchase and Security Agreement or the Mortgage Loan Purchase Agreement and the Servicing AgreementAgreements, as applicable, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Sale and Servicing Agreement, Funding Note Purchase and Security Agreement or the Mortgage Loan Purchase Agreement and the Servicing Agreement Agreements to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Sale and Servicing Agreement, Funding Note Purchase and Security Agreement or the Mortgage Loan Purchase Agreement and the Servicing AgreementAgreements.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee [or the Securities Insurer] to do so and at the Administrator's Master Servicer’s expense, the Issuer in its capacity as holder of the Mortgage Loans, Issuing Entity shall take all such lawful action as the Indenture Trustee [or the Securities Insurer] may request to cause the Issuer to compel or secure the performance and observance by the Seller Transferor, the Servicer and the Master Servicer, as applicable, of each of their obligations to the Issuer Issuing Entity under or in connection with the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer Issuing Entity, under or in connection with the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of Trustee [or the Mortgage LoansSecurities Insurer], including the transmission of notices of default on the part of the Seller Transferor or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Transferor, the Master Servicer or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement Sale and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer Issuer, in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee (at the direction of the Insurer) to do so and at the AdministratorServicer's or Seller's expense, as applicable, the Issuer in its capacity as holder of the Mortgage Loans, shall agrees to take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Sale and Servicing Agreement and the Mortgage Loan Purchase Agreement and in accordance with the Servicing Agreementterms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Sale and Servicing Agreement and the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their respective obligations under the Sale and Servicing Agreement and the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer Issuer, in its capacity as holder owner of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement and the Sale and Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement Sale Agreement, and the Sale and Servicing Agreement Agreement, to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings Proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Sale Agreement and the Sale and Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage LoansTrust Estate, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer 200_-____ Trust LLC to compel or secure the performance and observance by the Seller and the Master [Master] Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage LoansTrust Estate, including the transmission of notices of default on the part of the Seller or the Master [Master] Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master [Master] Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, Trustee as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.. 38

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder Holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and Seller, the Administrator, the Master ServicerServicer and any Subservicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement, the Master Servicing Agreement and the Servicing Agreement, Administration Agreement and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale Agreement, the Master Servicing Agreement and the Servicing Administration Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or Seller, the Master Servicer or the Administrator thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or Seller, the Master Servicer or the Administrator of each of their obligations under the Mortgage Loan Purchase Sale Agreement, the Master Servicing Agreement and or the Servicing Administration Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall agrees to take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each Servicer of their respective obligations to the Issuer under or in connection with the Mortgage Loan Purchase Trust Sale and Servicing Agreement and the Pooling and Servicing AgreementAgreement or by GMAC of its obligations under or in connection with the Pooling and Servicing Agreement in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Trust Sale and Servicing Agreement and the Pooling and Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Trust Sale and Servicing Agreement and the Pooling and Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a written request from the Enhancer or the Indenture Trustee to do so and at (with the Administrator's expensewritten consent of the Enhancer), the Issuer Issuer, in its capacity as holder owner of the Mortgage Home Loans, shall shall, with the written consent of the Enhancer, take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller Sellers and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Home Loans, including the transmission of notices of default on the part of the Seller Sellers or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller Sellers or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer Issuer, in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master ServicerServicers, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing AgreementAgreements, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement Agreements to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer Servicers thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer Servicers of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing AgreementAgreements.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so and at the Administrator's expenseso, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, Trustee as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Purchase Agreement and the Servicing Agreement.

Performance and Enforcement of Certain Obligations. (a) Promptly following a request from the Indenture Trustee to do so so, and at the Administrator's expense, the Issuer in its capacity as holder of the Mortgage Loans, shall take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Mortgage Loan Sale and Servicing Agreement, or by the Seller and Ford Credit, as applicable, of each of their obligations under or in connection with the Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Mortgage Loan Purchase Sale and Servicing Agreement and the Servicing Agreement Purchase Agreement, as the case may be, to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Mortgage Loans, including the transmission of notices of default on the part of the Seller Seller, the Servicer or the Master Servicer Ford Credit thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Mortgage Loan Sale and Servicing Agreement or by the Seller or Ford Credit of each of their obligations under the Purchase Agreement and the Servicing Agreement.. 50