Periodic Due Diligence Sample Clauses

Periodic Due Diligence. Seller acknowledges that Buyer has the right at any time during the term of this Agreement to perform continuing due diligence reviews with respect to the Purchased Assets, for purposes of verifying compliance with the representations, warranties, covenants and specifications made hereunder or under any other Principal Agreement, or otherwise, and Seller agrees that upon reasonable (but no less than one (1) Business Day’s) prior notice to Seller (provided that upon the occurrence of a Potential Default or an Event of Default, no such prior notice shall be required), Buyer or its authorized representatives will be permitted during normal business hours to examine, inspect, make copies of, and make extracts of, the Mortgage Loan Files, the Servicing Records and any and all documents, records, agreements, instruments or information relating to such Purchased Assets in the possession, or under the control, of Seller, Custodian or Servicer. Further, Seller will make available to Buyer a knowledgeable financial or accounting officer and will instruct such officer to answer candidly and fully, at no cost to Buyer, any and all questions that any authorized representative of Buyer may address to them in reference to the Mortgage Loan Files and Purchased Assets. Without limiting the generality of the foregoing, Seller acknowledges that Buyer shall purchase Assets from Seller based solely upon the information provided by Seller to Buyer in the Asset Data Records and the representations, warranties and covenants contained herein, and that Buyer, at its option, has the right, at any time to re-underwrite any of the Purchased Assets itself or engage a third party underwriter to perform such re-underwriting. Seller agrees to cooperate with Buyer and any third party underwriter in connection with such re-underwriting, including, but not limited to, providing Buyer and any third party underwriter with access to any and all documents, records, agreements, instruments or information relating to such Purchased Assets in the possession, or under the control, of Seller. Seller and Buyer further agree that all out-of-pocket costs and expenses incurred by Buyer in connection with Buyer’s activities pursuant to this Section 6.7 shall be paid by Seller.
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Periodic Due Diligence. 36 SECTION 13. THIRD PARTY SERVICING ......................................... 36 SECTION 14. CONFIDENTIALITY ............................................... 37 SECTION 15. TERM .......................................................... 37 SECTION 16. EXCLUSIVE BENEFIT OF PARTIES; ASSIGNMENT ...................... 37 SECTION 17. AMENDMENTS; WAIVERS; CUMULATIVE RIGHTS ........................ 37 SECTION 18. EXECUTION IN COUNTERPARTS ..................................... 37 SECTION 19. EFFECT OF INVALIDITY OF PROVISIONS ............................ 37 SECTION 20.
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Periodic Due Diligence. Section 6.7 of the Existing Master Repurchase Agreement is hereby amended by deleting such section in its entirety and replacing it with the following:
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Periodic Due Diligence. Borrower acknowledges that Lender has the right at any time during the term of this Agreement to perform continuing due diligence reviews with respect to the Pledged Mortgage Loans, Borrower and Guarantor, for purposes of verifying compliance with the representations, warranties, covenants and specifications made hereunder or under any other Loan Document, or otherwise, and Borrower agrees that upon reasonable (but no less than one (1) Business Day’s prior notice to Borrower (provided that upon the occurrence of a Potential Default or an Event of Default, no such prior notice shall be required), Lender or its authorized representatives will be permitted during normal business hours to examine, inspect, make copies of, and make extracts of any and all books and records of Borrower or Guarantor. Further, Borrower and Guarantor will make available to Lender a knowledgeable financial or accounting officer and will instruct such officer to answer candidly and fully, at no cost to Lender, any and all questions that any authorized representative of Lender may address to them in reference to the foregoing. Borrower and Lender further agree that all reasonable out-of-pocket costs and expenses incurred by Lender in connection with Lender’s activities pursuant to this Section 9.2 shall be paid by Borrower.
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Periodic Due Diligence. Client is required by federal and state regulators to conduct periodic due diligence of Custodian. Upon reasonable request by the Client, the Custodian agrees to provide due diligence information consistent with guidance on managing outsourcing risk promulgated by the Division of Banking Supervision and Regulation Division of Consumer and Community Affairs of the Board of Governors of the Federal Reserve System on December 5, 2013 (xxxx://xxx.xxxxxxxxxxxxxx.xxx/bankinfore2/srletters/sr 1319a l.pd;D, as such guidance may be updated or amended from time to time..
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Periodic Due Diligence. 24 Article 7
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Related to Periodic Due Diligence

  • Due Diligence During the term of this Agreement, the Company will reasonably cooperate with any reasonable due diligence review conducted by the Agent in connection with the transactions contemplated hereby, including, without limitation, providing information and making available documents and senior corporate officers, during normal business hours and at the Company’s principal offices, as the Agent may reasonably request from time to time.

  • Due Diligence Review Prior to the filing of the Registration Statement the Company shall make available for inspection and review by the Investor, advisors to and representatives of the Investor, any underwriter participating in any disposition of the Registrable Securities on behalf of the Investor pursuant to the Registration Statement, any such registration statement or amendment or supplement thereto or any blue sky, NASD or other filing, all financial and other records, all SEC Documents and other filings with the SEC, and all other corporate documents and properties of the Company as may be reasonably necessary for the purpose of such review, and cause the Company's officers, directors and employees to supply all such information reasonably requested by the Investor or any such representative, advisor or underwriter in connection with such Registration Statement (including, without limitation, in response to all questions and other inquiries reasonably made or submitted by any of them), prior to and from time to time after the filing and effectiveness of the Registration Statement for the sole purpose of enabling the Investor and such representatives, advisors and underwriters and their respective accountants and attorneys to conduct initial and ongoing due diligence with respect to the Company and the accuracy of the Registration Statement.

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