Common use of Rights of the Insurer to Exercise Rights of Class A Noteholders Clause in Contracts

Rights of the Insurer to Exercise Rights of Class A Noteholders. Each of the Trust, the Depositor, the Servicer and the Indenture Trustee, and by accepting a Note, each Noteholder, agrees that unless an Insurer Default has occurred and is continuing, the Insurer shall have the right to exercise all rights of the Noteholders under this Agreement, the Indenture and the Basic Documents (including all Voting Rights) (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Noteholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the Servicer to do so; (b) the right to require the Unaffiliated Seller or the Originator to repurchase, or substitute for, Mortgage Loans pursuant to Section 2.05; (c) the right to give notices of breach or to terminate the rights and obligations of the Servicer as Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Indenture Trustee during the continuance of a Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Servicer Event of Defaults pursuant to Section 7.04; and (f) the right to remove the Indenture Trustee pursuant to Section 6.8 of the Indenture. So long as no Insurer Default should have occurred and be continuing, the consent of the Insurer to any action or matter shall be deemed to also constitute the consent of the requisite percentage of Noteholders required by this Agreement or the Indenture in respect of such action or matter. In addition, each Noteholder agrees that, unless an Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Noteholders only with the prior written consent of the Insurer.

Rights of the Insurer to Exercise Rights of Class A Noteholders. Each of the TrustIssuer, the Depositor, the Servicer and the Indenture Trustee, and by accepting a Note, each Noteholder, agrees that unless an Insurer Default has occurred and is continuing, the Insurer shall have the right to exercise all rights of the Noteholders under this Agreement, Agreement and the Indenture and the Basic Documents (including all Voting Rights) (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Noteholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the Servicer to do so; (b) the right to require the Unaffiliated Seller or the Originator Sponsor to repurchase, or substitute for, Mortgage Loans pursuant to Section 2.05; (c) the right to give notices of breach or to terminate the rights and obligations of the Servicer as Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Indenture Trustee during the continuance of a Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Servicer Event of Defaults pursuant to Section 7.04; (f) the right to direct the Indenture Trustee to investigate certain matters pursuant to Section [8.02(a)(v)]; and (fg) the right to remove the Indenture Trustee pursuant to Section 6.8 of the Indenture. So long as no Insurer Default should have occurred and be continuing, the consent of the Insurer to any action or matter (except as provided in clause (i) of Section 12.01) shall be deemed to also constitute the consent of the requisite percentage of Noteholders and/or Certificateholders required by this Agreement or the Indenture in respect of such action or matter. In addition, each Noteholder agrees that, unless an Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Noteholders only with the prior written consent of the Insurer.

Rights of the Insurer to Exercise Rights of Class A Noteholders. Each of the Trust, the Depositor, the Servicer and the Indenture Trustee, and by accepting a Note, each Noteholder, agrees that unless an Insurer Default has occurred and is continuing, the Insurer shall have the right to exercise all rights of the Noteholders under this Agreement, the Indenture and the Basic Documents (including all Voting Rights) (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Noteholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the Servicer to do so; (b) the right to require the Unaffiliated Seller Sponsor, the Contributor or the Originator to repurchase, or substitute for, Mortgage Loans pursuant to Section 2.05; (c) the right to give notices of breach or to terminate the rights and obligations of the Servicer as Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Indenture Trustee during the continuance of a Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Servicer Event of Defaults pursuant to Section 7.04; and (f) the right to remove the Indenture Trustee pursuant to Section 6.8 of the Indenture. So long as no Insurer Default should have occurred and be continuing, the consent of the Insurer to any action or matter shall be deemed to also constitute the consent of the requisite percentage of Noteholders required by this Agreement or the Indenture in respect of such action or matter. In addition, each Noteholder agrees that, unless an Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Noteholders only with the prior written consent of the Insurer.