Common use of Servicing Termination Clause in Contracts

Servicing Termination. The Master Servicer hereby covenants and agrees to act as the Master Servicer under this Agreement for an initial term, commencing on the Closing Date and ending on September 30, 2000, which term shall be extendable by the Certificate Insurer for successive terms of three calendar months thereafter, until the termination of REMIC I pursuant to Article X. Each such notice of extension ("a Master Servicer Extension Notice") shall be delivered by the Certificate Insurer to the Trustee, the Trust Administrator and the Master Servicer. The Master Servicer hereby agrees that, upon its receipt of any such Master Servicer Extension Notice, the Master Servicer shall become bound for the duration of the term covered by such Master Servicer Extension Notice to continue as the Master Servicer subject to and in accordance with the other provisions of this Agreement. The Trust Administrator agrees that if as of the fifteenth (15th) day prior to the last day of any term of the Master Servicer the Trust Administrator shall not have received any Master Servicer Extension Notice from the Certificate Insurer, the Trust Administrator will within five (5) days thereafter, give written notice of such non-receipt to the Certificate Insurer and the Master Servicer. The failure of the Certificate Insurer to deliver a Master Servicer Extension Notice by the end of a calendar term shall result in the termination of the Master Servicer. If the term of the Master Servicer shall expire without the Certificate Insurer having delivered to the Master Servicer a Master Servicer Extension Notice, but the Master Servicer shall continue without objection from the Trustee, the Trust Administrator or the Certificate Insurer to perform the functions of servicer hereunder (and in the absence of ground for termination under the Insurance Agreement), the Master Servicer shall be entitled to receive a prorated portion of the Servicing Fee specified hereunder for the time during which it shall so act; provided, that it is understood and agreed that the foregoing provision for payment of the prorated Servicing Fee is intended solely to avoid unjust enrichment of REMIC I and does not contemplate or give rise to any implicit renewal of the Master Servicer's term. The foregoing provisions of this paragraph shall not apply to the Trustee or Trust Administrator in the event the Trustee or Trust Administrator succeeds to the rights and obligations of the Master Servicer and the Trustee or Trust Administrator shall continue in such capacity until the earlier of the termination of this Agreement pursuant to Article X or the appointment of a successor servicer.

Servicing Termination. The Master (a) Notwithstanding anything to the contrary herein or in the Servicing Agreement, Servicer’s rights to service the Purchased Assets shall automatically terminate (i) upon Servicer hereby covenants and agrees to act as the Master Servicer under this Agreement for an initial termreceiving a written termination notice from Buyer or its designee, commencing or (ii) on the Closing Date and ending thirtieth (30th) day following the execution of this instruction letter, or if the term of this instruction letter is extended in writing by Buyer or its designee for the applicable additional 30-day period, on September the thirtieth (30th) day following the effective date of such extension (in each case, a “Servicing Termination”); provided, however, that if Buyer fails to deliver any such prior written notice of extension, then upon notice from Seller or Servicer of such failure, Buyer shall provide notice to Servicer of Buyer’s election to extend or not to extend such 30-day period and, 2000, which term shall be extendable by the Certificate Insurer for successive terms of three calendar months thereafter, until the termination of REMIC I pursuant to Article X. Each if such notice of election to extend is provided by Buyer after the expiration of the immediately preceding 30-day period, such extension ("a Master Servicer Extension Notice") shall be delivered by the Certificate Insurer to the Trustee, the Trust Administrator and the Master Servicer. The Master Servicer hereby agrees that, upon its receipt of any such Master Servicer Extension Notice, the Master Servicer shall become bound apply retroactively for the duration of the term covered by such Master Servicer Extension Notice to continue as the Master Servicer subject to and in accordance with the other provisions of this Agreement. The Trust Administrator agrees that if as of the fifteenth (15th) day prior to period beginning on the last day of any term of such preceding 30-day period through and including the Master Servicer the Trust Administrator shall not have received any Master Servicer Extension Notice from the Certificate Insurer, the Trust Administrator will within five (5) days thereafter, give written date such notice of such non-receipt election to the Certificate Insurer and the Master Servicerextend is provided by Buyer. The failure of the Certificate Insurer to deliver a Master Servicer Extension Notice by the end of a calendar term In no event shall result in the termination of the Master Servicer. If the term of the Master Servicing Agreement be extended for more than 30 days in any single extension. (b) In the event of a Servicing Termination, Servicer shall expire without the Certificate Insurer having delivered hereby agrees to (i) deliver to Buyer or its designee all Income and all other funds that are related to the Master Purchased Assets, including all amounts in the Collection Account except Permitted Retained Amounts, which Servicer a Master Servicer Extension Notice, but the Master Servicer shall continue without objection may withdraw from the TrusteeCollection Account prior to the remittance of Income into the Depository Account (and no servicing expenses, termination fees or any other unreimbursed costs, fees or expenses otherwise due and payable to Servicer under the Servicing Agreement shall be withheld by Servicer (all such amounts being payable to Servicer directly by Seller pursuant to this instruction letter)), together with original (if any) and electronic copies of all related servicing files, documents and records, together with all related documents and statements held by Servicer with respect to the applicable Purchased Asset(s) so affected (herein, the Trust Administrator or the Certificate Insurer to perform the functions of servicer hereunder (and in the absence of ground for termination under the Insurance Agreement“Servicing Files”), and account for all Income and other funds, (ii) cooperate in all respects with the Master transfer of servicing to Buyer or its designee and (iii) direct any party liable for any payment under any such Purchased Assets to make payment of any and all moneys due or to become due thereunder directly to Buyer or as Buyer shall direct, including, without limitation, sending “goodbye” letters in form and substance acceptable to Buyer. The out-of-pocket costs and expenses of such transfer shall be paid by Seller. The transfer of servicing and such records by Servicer shall be entitled to receive a prorated portion in accordance with Servicing Standards (as defined in the Servicing Agreement) and the other terms of the Servicing Fee specified hereunder Agreement, and such transfer shall include the transfer of the net amount of all escrows held for the time during which it shall so act; provided, that it is understood and agreed that the foregoing provision for payment of the prorated Servicing Fee is intended solely to avoid unjust enrichment of REMIC I and does not contemplate or give rise to any implicit renewal of the Master Servicer's term. The foregoing provisions of this paragraph shall not apply to the Trustee or Trust Administrator in the event the Trustee or Trust Administrator succeeds to the rights and obligations of the Master Servicer and the Trustee or Trust Administrator shall continue in such capacity until the earlier of the termination of this Agreement pursuant to Article X or the appointment of a successor servicerrelated mortgagors.

Servicing Termination. The Master Servicer hereby covenants and agrees to act as the Master Servicer under this Agreement for an initial term, commencing on the Closing Date and ending on September 30, 20001999, which term shall be extendable by the Certificate Insurer for successive terms of three calendar months thereafter, until the termination of REMIC I the Trust Estate pursuant to Article X. Each such notice of extension ("a Master Servicer Extension Notice") shall be delivered by the Certificate Insurer to the Trustee, the Trust Administrator and the Master Servicer. The Master Servicer hereby agrees that, upon its receipt of any such Master Servicer Extension Notice, the Master Servicer shall become bound for the duration of the term covered by such Master Servicer Extension Notice to continue as the Master Servicer subject to and in accordance with the other provisions of this Agreement. The Trust Administrator agrees that if as of the fifteenth (15th) day prior to the last day of any term of the Master Servicer the Trust Administrator shall not have received any Master Servicer Extension Notice from the Certificate Insurer, the Trust Administrator will within five (5) days thereafter, give written notice of such non-receipt to the Certificate Insurer and the Master Servicer. The failure of the Certificate Insurer to deliver a Master Servicer Extension Notice by the end of a calendar term shall result in the termination of the Master Servicer. If the term of the Master Servicer shall expire without the Certificate Insurer having delivered to the Master Servicer a Master Servicer Extension Notice, but the Master Servicer shall continue without objection from the Trustee, the Trust Administrator or the Certificate Insurer to perform the functions of servicer hereunder (and in the absence of ground for termination under the Insurance Agreement), the Master Servicer shall be entitled to receive a prorated portion of the Servicing Fee specified hereunder for the time during which it shall so act; provided, that it is understood and agreed that the foregoing provision for payment of the prorated Servicing Fee is intended solely to avoid unjust enrichment of REMIC I the Trust Estate and does not contemplate contemplated or give rise to any implicit renewal of the Master Servicer's term. The foregoing provisions of this paragraph shall not apply to the Trustee or Trust Administrator in the event the Trustee or Trust Administrator succeeds to the rights and obligations of the Master Servicer and the Trustee or Trust Administrator shall continue in such capacity until the earlier of the termination of this Agreement pursuant to Article X or the appointment of a successor servicer.

Servicing Termination. The Master Servicer hereby covenants and agrees to act as the Master Servicer under this Agreement for an initial term, commencing on the Closing Date and ending on September 30December 31, 20001999, which term shall be extendable by the Certificate Insurer for successive terms of three calendar months thereafter, until the termination of REMIC I the Trust Estate pursuant to Article X. Each such notice of extension ("a Master Servicer Extension Notice") shall be delivered by the Certificate Insurer to the Trustee, the Trust Administrator and the Master Servicer. The Master Servicer hereby agrees that, upon its receipt of any such Master Servicer Extension Notice, the Master Servicer shall become bound for the duration of the term covered by such Master Servicer Extension Notice to continue as the Master Servicer subject to and in accordance with the other provisions of this Agreement. The Trust Administrator agrees that if as of the fifteenth (15th) day prior to the last day of any term of the Master Servicer the Trust Administrator shall not have received any Master Servicer Extension Notice from the Certificate Insurer, the Trust Administrator will within five (5) days thereafter, give written notice of such non-receipt to the Certificate Insurer and the Master Servicer. The failure of the Certificate Insurer to deliver a Master Servicer Extension Notice by the end of a calendar term shall result in the termination of the Master Servicer. If the term of the Master Servicer shall expire without the Certificate Insurer having delivered to the Master Servicer a Master Servicer Extension Notice, but the Master Servicer shall continue without objection from the Trustee, the Trust Administrator or the Certificate Insurer to perform the functions of servicer hereunder (and in the absence of ground for termination under the Insurance Agreement), the Master Servicer shall be entitled to receive a prorated portion of the Servicing Fee specified hereunder for the time during which it shall so act; provided, that it is understood and agreed that the foregoing provision for payment of the prorated Servicing Fee is intended solely to avoid unjust enrichment of REMIC I the Trust Estate and does not contemplate contemplated or give rise to any implicit renewal of the Master Servicer's term. The foregoing provisions of this paragraph shall not apply to the Trustee or Trust Administrator in the event the Trustee or Trust Administrator succeeds to the rights and obligations of the Master Servicer and the Trustee or Trust Administrator shall continue in such capacity until the earlier of the termination of this Agreement pursuant to Article X or the appointment of a successor servicer.

Servicing Termination. The Master Servicer hereby covenants and agrees to act as the Master Servicer under this Agreement for an initial term, commencing on the Closing Date and ending on September 30, 2000, which term shall be extendable by the Certificate Insurer for successive terms of three calendar months thereafter, until the termination of REMIC I pursuant to Article X. Each such notice of extension ("a Master Servicer Extension Notice") shall be delivered by the Certificate Insurer to the Trustee, the Trust Administrator and the Master Servicer. The Master Servicer hereby agrees that, upon its receipt of any such Master Servicer Extension Notice, the Master Servicer shall become bound for the duration of the term covered by such Master Servicer Extension Notice to continue as the Master Servicer subject to and in accordance with the other provisions of this Agreement. The Trust Administrator agrees that if as of the fifteenth (15th) day prior to the last day of any term of the Master Servicer the Trust Administrator shall not have received any Master Servicer Extension Notice from the Certificate Insurer, the Trust Administrator will within five (5) days thereafter, give written notice of such non-receipt to the Certificate Insurer and the Master Servicer. The failure of the Certificate Insurer to deliver a Master Servicer Extension Notice by the end of a calendar term shall result in the termination of the Master Servicer. If the term of the Master Servicer shall expire without the Certificate Insurer having delivered to the Master Servicer a Master Servicer Extension Notice, but the Master Servicer shall continue without objection from the Trustee, the Trust Administrator or the Certificate Insurer to perform the functions of servicer hereunder (and in the absence of ground for termination under the Insurance Agreement), the Master Servicer shall be entitled to receive a prorated portion of the Servicing Fee specified hereunder for the time during which it shall so act; provided, that it is understood and agreed that the foregoing provision for payment of the prorated Servicing Fee is intended solely to avoid unjust enrichment of REMIC I and does not contemplate or give rise to any implicit renewal of the Master Servicer's term. The foregoing provisions of this paragraph shall not apply to the Trustee or Trust Administrator in the event the Trustee or Trust Administrator succeeds to the rights and obligations of the Master Servicer and the Trustee or Trust Administrator shall continue in such capacity until the earlier of the termination of this Agreement pursuant to Article X or the appointment of a successor servicer.

Servicing Termination. The Master Seller, the Trust, the Trust Collateral Agent (at the direction of the Class A Insurer) and the Class A Insurer hereby appoint Credit Acceptance as Servicer hereunder and Credit Acceptance hereby covenants accepts such appointment and agrees to act manage, collect and administer each of the Dealer Loans as the Master Servicer. Credit Acceptance shall be retained as Servicer under this Agreement for an initial term, twelve (12) month term commencing on the Closing Date and ending on September 30Date. Upon the expiration of such twelve (12) month term, 2000the Class A Insurer, which term shall be extendable by the Certificate Insurer for successive terms of three calendar months thereafter, until the termination of REMIC I pursuant to Article X. Each such upon written notice of extension ("a Master Servicer Extension Notice") shall be delivered by the Certificate Insurer to the Indenture Trustee, the Trust Administrator Collateral Agent, the Servicer, the Rating Agencies and the Master Backup Servicer. The Master Servicer hereby agrees that, upon may, at its receipt of any such Master Servicer Extension Noticeoption, the Master Servicer shall become bound for the duration of the term covered by such Master Servicer Extension Notice to continue as the Master Servicer subject to and in accordance with the other provisions of this Agreement. The Trust Administrator agrees that if as of the fifteenth (15th) day prior to the last day of any term of the Master Servicer the Trust Administrator shall not have received any Master Servicer Extension Notice from the Certificate Insurer, the Trust Administrator will within five (5) days thereafter, give written notice of such non-receipt to the Certificate Insurer and the Master Servicer. The failure of the Certificate Insurer to deliver a Master Servicer Extension Notice by the end of a calendar term shall result in the termination of the Master Servicer. If renew the term of Credit Acceptance as Servicer for a subsequent term of six (6) months; provided, however, if a Servicer Default occurs and the Master Servicer shall expire without is not terminated pursuant to Section 8.01 hereof, then the Certificate Class A Insurer having delivered may renew the term of Credit Acceptance as the Servicer for a subsequent term of three (3) months. Upon the expiration of any three (3) month term, the Class A Insurer, upon written notice to the Master Servicer a Master Servicer Extension Notice, but the Master Servicer shall continue without objection from the Indenture Trustee, the Trust Administrator or the Certificate Insurer to perform the functions of servicer hereunder (and in the absence of ground for termination under the Insurance Agreement)Collateral Agent, the Master Servicer, the Rating Agencies and the Backup Servicer, may at its option, renew the term of Credit Acceptance as Servicer for an additional three (3) month term. If the Class A Insurer does not renew any such servicing term in writing, the servicing term of Credit Acceptance shall be entitled to receive automatically expire. If a prorated portion of Class A Insurer Default has occurred and is continuing, and the Servicing Fee specified hereunder for twelve (12) month, six (6) month or three (3) month servicing term, as the time during which it case may be, has not previously expired and thereafter expires, Credit Acceptance shall so act; provided, that continue as Servicer unless and until it is understood and agreed that terminated after the foregoing provision for payment occurrence of a Servicer Default. Upon the prorated Servicing Fee is intended solely occurrence of a Servicer Default, the Class A Insurer shall have the rights set forth in Section 8.01 hereof. Notwithstanding anything herein to avoid unjust enrichment of REMIC I and does not contemplate or give rise to any implicit renewal of the Master Servicer's term. The foregoing contrary, the provisions of this paragraph Section 4.01(a) shall not apply to the Trustee or Trust Administrator in Backup Servicer after it has become the event the Trustee or Trust Administrator succeeds to the rights and obligations of the Master Servicer and the Trustee or Trust Administrator shall continue in such capacity until the earlier of the termination of this Agreement pursuant to Article X or the appointment of a successor servicerServicer.

Servicing Termination. The Master Seller, the Trust, the Trust Collateral Agent (at the direction of the Class A Insurer) and the Class A Insurer hereby appoint Credit Acceptance as Servicer hereunder and Credit Acceptance hereby covenants accepts such appointment and agrees to act manage, collect and administer each of the Dealer Loans as the Master Servicer. Credit Acceptance shall be retained as Servicer under this Agreement for an initial term, twelve (12) month term commencing on the Closing Date and ending on September 30Date. Upon the expiration of such twelve (12) month term, 2000the Class A Insurer, which term shall be extendable by the Certificate Insurer for successive terms of three calendar months thereafter, until the termination of REMIC I pursuant to Article X. Each such upon written notice of extension ("a Master Servicer Extension Notice") shall be delivered by the Certificate Insurer to the Indenture Trustee, the Trust Administrator Collateral Agent, the Servicer, the Swap Counterparty, the Rating Agencies and the Master Backup Servicer. The Master Servicer hereby agrees that, upon may, at its receipt of any such Master Servicer Extension Noticeoption, the Master Servicer shall become bound for the duration of the term covered by such Master Servicer Extension Notice to continue as the Master Servicer subject to and in accordance with the other provisions of this Agreement. The Trust Administrator agrees that if as of the fifteenth (15th) day prior to the last day of any term of the Master Servicer the Trust Administrator shall not have received any Master Servicer Extension Notice from the Certificate Insurer, the Trust Administrator will within five (5) days thereafter, give written notice of such non-receipt to the Certificate Insurer and the Master Servicer. The failure of the Certificate Insurer to deliver a Master Servicer Extension Notice by the end of a calendar term shall result in the termination of the Master Servicer. If renew the term of Credit Acceptance as Servicer for a subsequent term of six (6) months; provided, however, if a Servicer Default occurs and the Master Servicer shall expire without is not terminated pursuant to Section 8.01 hereof, then the Certificate Class A Insurer having delivered may renew the term of Credit Acceptance as the Servicer for a subsequent term of three (3) months. Upon the expiration of any three (3) month term, the Class A Insurer, upon written notice to the Master Servicer a Master Servicer Extension Notice, but the Master Servicer shall continue without objection from the Indenture Trustee, the Trust Administrator or the Certificate Insurer to perform the functions of servicer hereunder (and in the absence of ground for termination under the Insurance Agreement)Collateral Agent, the Master Servicer, the Swap Counterparty, the Rating Agencies and the Backup Servicer, may at its option, renew the term of Credit Acceptance as Servicer for an additional three (3) month term. If the Class A Insurer does not renew any such servicing term in writing, the servicing term of Credit Acceptance shall be entitled to receive automatically expire. If a prorated portion of Class A Insurer Default has occurred and is continuing, and the Servicing Fee specified hereunder for twelve (12) month, six (6) month or three (3) month servicing term, as the time during which it case may be, has not previously expired and thereafter expires, Credit Acceptance shall so act; provided, that continue as Servicer unless and until it is understood and agreed that terminated after the foregoing provision for payment occurrence of a Servicer Default. Upon the prorated Servicing Fee is intended solely occurrence of a Servicer Default, the Class A Insurer shall have the rights set forth in Section 8.01 hereof. Notwithstanding anything herein to avoid unjust enrichment of REMIC I and does not contemplate or give rise to any implicit renewal of the Master Servicer's term. The foregoing contrary, the provisions of this paragraph Section 4.01(a) shall not apply to the Trustee or Trust Administrator in Backup Servicer after it has become the event the Trustee or Trust Administrator succeeds to the rights and obligations of the Master Servicer and the Trustee or Trust Administrator shall continue in such capacity until the earlier of the termination of this Agreement pursuant to Article X or the appointment of a successor servicerServicer.

Servicing Termination. The Master (a) Notwithstanding anything to the contrary herein or in the Servicing Agreement, Servicer’s rights to service the Purchased Assets shall automatically terminate (i) upon Servicer hereby covenants and agrees to act as the Master Servicer under this Agreement for an initial termreceiving a written termination notice from Buyer or its designee, commencing or (ii) on the Closing Date and ending thirtieth (30th) day following the execution of this Instruction Letter, or if the term of this Instruction Letter is extended in writing by Buyer or its designee for the applicable additional thirty (30) day period, on September 30, 2000, which term shall be extendable by the Certificate Insurer for successive terms thirtieth (30th) day following the effective date of three calendar months thereafter, until the termination of REMIC I pursuant to Article X. Each such notice of extension ("in each case, a Master Servicer Extension Notice") “Servicing Termination”). In no event shall be delivered by the Certificate Insurer to the Trustee, the Trust Administrator and the Master Servicer. The Master Servicer hereby agrees that, upon its receipt of any such Master Servicer Extension Notice, the Master Servicer shall become bound for the duration of the term covered by such Master Servicer Extension Notice to continue as the Master Servicer subject to and in accordance with the other provisions of this Agreement. The Trust Administrator agrees that if as of the fifteenth (15th) day prior to the last day of any term of the Master Servicer the Trust Administrator shall not have received any Master Servicer Extension Notice from the Certificate Insurer, the Trust Administrator will within five (5) days thereafter, give written notice of such non-receipt to the Certificate Insurer and the Master Servicer. The failure of the Certificate Insurer to deliver a Master Servicer Extension Notice by the end of a calendar term shall result in the termination of the Master Servicer. If the term of the Master Servicer shall expire without Servicing Agreement be extended for more than 30 days in any single extension. (b) In the Certificate Insurer having delivered event of a Servicing Termination with respect to the Master Purchased Assets, Servicer a Master hereby agrees to (i) deliver to Buyer or its designee any funds in its possession which are related to the Purchased Asset(s) (net of termination fees or any other unreimbursed costs, servicing advances, expenses or indemnification obligations otherwise due and payable to Servicer Extension Notice, but under the Master Servicer shall continue without objection from Servicing Agreement) and electronic copies of the Trustee, the Trust Administrator or the Certificate Insurer to perform the functions of servicer hereunder Servicing Files (and as defined in the absence Servicing Agreement) held by Servicer with respect to the applicable Purchased Asset(s) so affected and account for all funds, (ii) reasonably cooperate with the transfer of ground servicing to Buyer or its designee and (iii) direct any party liable for termination any payment under any such Purchased Asset(s) to make payment of any and all moneys due or to become due thereunder directly to Buyer or as Buyer shall direct including, without limitation, sending “goodbye” letters. The out-of-pocket costs and expenses of such transfer shall be paid by the Buyer only if either (i) no Seller Event of Default or Event of Default under the Insurance Agreement), Servicing Agreement is then continuing or (ii) Buyer has exercised its remedies under the Master Repurchase Agreement with respect to the Purchased Assets following the occurrence of a Seller Event of Default and Buyer retains Servicer to service the Purchased Assets. The transfer of servicing and such records by Servicer shall be entitled to receive a prorated portion in accordance with Accepted Servicing Practices and the terms of the Servicing Fee specified hereunder Agreement, and such transfer shall include the transfer of the net amount of all escrows or reserves held for the time during which it shall so act; provided, that it is understood and agreed that the foregoing provision for payment of the prorated Servicing Fee is intended solely to avoid unjust enrichment of REMIC I and does not contemplate or give rise to any implicit renewal of the Master Servicer's term. The foregoing provisions of this paragraph shall not apply to the Trustee or Trust Administrator in the event the Trustee or Trust Administrator succeeds to the rights and obligations of the Master Servicer and the Trustee or Trust Administrator shall continue in such capacity until the earlier of the termination of this Agreement pursuant to Article X or the appointment of a successor servicerrelated mortgagors.