Replacement of Seller as Servicer. Following the occurrence of a Termination Event, Wells max, xx its discretion, replace Seller in its capacity as servicer with itself or any agent for Wells wixx xxspect to any and all Purchased Receivables. The Seller shall be responsible for all reasonable and documented costs and expenses incurred in connection with such replacement and shall promptly reimburse Wells wixx xxspect to same. Seller shall cease its activities as Servicer in a manner that Wells dexxxxxnes and shall cooperate fully and facilitate the transition of the performance of such activities to the new Servicer, and such new Servicer shall assume the obligations of Seller, as applicable, to service and administer the Receivables, on the terms and subject to the conditions herein set forth or as may otherwise be agreed in writing between Wells anx xxxh new Servicer. Seller shall take such action or refrain from taking such action as Wells max xxxcify in order to assist such new Servicer in assuming and performing such obligations. Seller agrees, at its expense, to take all actions necessary to provide the new Servicer with access, whether or not at the offices and properties of the Seller, to all computer software (including its servicing software and its claims software) necessary or useful in collecting, billing or maintaining the records with respect to the Receivables.
Replacement of Seller as Servicer. In the event a Service Transfer Event shall have occurred hereunder, Purchaser is permitted, in its sole discretion, to designate another entity who will act as the servicer hereunder in the place of Seller (a “Replacement Servicer”) or to assume servicing of the Accounts. Such designation will become effective on the date specified by Purchaser to Seller in writing. Seller will comply in good faith with Purchaser’s reasonable requests in ensuring that the Replacement Servicer is provided unrestricted access to or given possession of the Account documentation, whichever the case may be. Seller shall be solely responsible for any costs or expenses it incurs in connection with such Service Transfer Event and the replacement of Seller as Servicer. Seller shall also provide prompt and reasonable access to the Replacement Servicer to the Account documentation and all computer files, magnetic tapes and any and all other media of any nature, kind and description whatsoever related specifically to the Accounts or Receivables, to assure a smooth and prompt transition of Services hereunder. Purchaser’s exercise of its rights under this Section VIII.B. shall not affect its right to assess and recover damages from Seller or to invoke its rights of indemnification.
Replacement of Seller as Servicer. In the event a Service Transfer Event shall have occurred hereunder, Purchaser shall be permitted, in its sole discretion, to designate another Person who shall act as Servicer hereunder in the place of Seller. Such designation shall become effective on the date specified by Purchaser to Servicer in writing. Seller shall comply with Purchaser’s reasonable requests in ensuring that the subsequent Servicer is provided unrestricted access to or given possession of the Files, whichever the case may be. Such subsequent Servicer shall be solely responsible for any costs or expenses it incurs in connection with such service transfer. Seller also shall provide prompt access to the subsequent Servicer to all computer files, magnetic tapes and any and all other media of any nature, kind and description whatsoever related specifically to the Accounts or Receivables, to assure a smooth and prompt transition of servicing rights hereunder.
