Common use of Subservicing; Enforcement of the Obligations of EMC Servicer Clause in Contracts

Subservicing; Enforcement of the Obligations of EMC Servicer. (a) The EMC Servicer may arrange for the subservicing of any EMC Mortgage Loan by a subservicer (each, a "Subservicer") pursuant to a subservicing agreement (each, a "Subservicing Agreement"); provided that such subservicing arrangement and the terms of the related subservicing agreement must provide for the servicing of such EMC Mortgage Loans in a manner consistent with the servicing arrangements contemplated hereunder. Notwithstanding the provisions of any subservicing agreement, any of the provisions herein relating to agreements or arrangements between the EMC Servicer or a subservicer or reference to actions taken through the EMC Servicer or otherwise, the EMC Servicer shall remain obligated and liable to the Depositor, the Trust, the Trustee and the Certificateholders for the servicing and administration of the EMC Mortgage Loans in accordance with the provisions of the Agreement without diminution of such obligation or liability by virtue of such subservicing agreements or arrangements or by virtue of indemnification from the subservicer and to the same extent and under the same terms and conditions as if the EMC Servicer alone were servicing and administering the EMC Mortgage Loans, and neither the Master Servicer nor the Trustee or any other party shall have any obligations, duties or liabilities with respect to such subservicer including any obligation, duty or liability of either the Master Servicer or the Trustee or any other party to pay such subservicer's fees and expenses. For purposes of remittance to the Master Servicer pursuant to the Agreement, the EMC Servicer shall be deemed to have received a payment on an EMC Mortgage Loan when a subservicer has received such payment. The EMC Servicer shall be entitled to enter into an agreement with a subservicer to provide for the delivery of reports and for indemnification of the EMC Servicer by the subservicer and nothing contained in the Agreement shall be deemed to limit or modify such indemnification. Every subservicing agreement entered into by the EMC Servicer shall contain a provision giving the EMC Servicer the option to terminate such agreement and at the EMC Servicer's option, service the related EMC Mortgage Loans itself pursuant to the Agreement or arrange for any servicing responsibilities to be performed pursuant to the applicable subservicing agreement by a successor subservicer. Any costs and expenses relating to such termination and transfer of servicing shall be the sole expense of the EMC Servicer, without any right to reimbursement from the Protected Account, the Master Servicer Collection Account or the Distribution Account. All actions of each subservicer performed pursuant to the related subservicing agreement shall be performed as an agent of the EMC Servicer with the same force and effect as if performed directly by the EMC Servicer.

Subservicing; Enforcement of the Obligations of EMC Servicer. (a) The EMC Servicer may arrange for the subservicing of any EMC Mortgage Loan by a subservicer (each, a "Subservicer") pursuant to a subservicing agreement (each, a "Subservicing Agreement"); provided that such subservicing arrangement and the terms of the related subservicing agreement must provide for the servicing of such EMC Mortgage Loans in a manner consistent with the servicing arrangements contemplated hereunder. Notwithstanding the provisions of any subservicing agreement, any of the provisions herein relating to agreements or arrangements between the EMC Servicer or a subservicer or reference to actions taken through the EMC Servicer or otherwise, the EMC Servicer shall remain obligated and liable to the Depositor, the Trust, the Trustee and the Certificateholders for the servicing and administration of the EMC Mortgage Loans in accordance with the provisions of the Agreement without diminution of such obligation or liability by virtue of such subservicing agreements or arrangements or by virtue of indemnification from the subservicer and to the same extent and under the same terms and conditions as if the EMC Servicer alone were servicing and administering the EMC Mortgage Loans, and neither the Master Servicer nor the Trustee or any other party shall have any obligations, duties or liabilities with respect to such subservicer including any obligation, duty or liability of either the Master Servicer or the Trustee or any other party to pay such subservicer's fees and expenses. For purposes of remittance to the Master Servicer pursuant to the Agreement, the EMC Servicer shall be deemed to have received a payment on an EMC Mortgage Loan when a subservicer has received such payment. The EMC Servicer shall be entitled to enter into an agreement with a subservicer to provide for the delivery of reports and for indemnification of the EMC Servicer by the subservicer and nothing contained in the Agreement shall be deemed to limit or modify such indemnification. Every subservicing agreement entered into by the EMC Servicer shall contain a provision giving the EMC Servicer the option to terminate such agreement and at the EMC Servicer's ’s option, service the related EMC Mortgage Loans itself pursuant to the Agreement or arrange for any servicing responsibilities to be performed pursuant to the applicable subservicing agreement by a successor subservicer. Any costs and expenses relating to such termination and transfer of servicing shall be the sole expense of the EMC Servicer, without any right to reimbursement from the Protected Account, the Master Servicer Collection Account or the Distribution Account. All actions of each subservicer performed pursuant to the related subservicing agreement shall be performed as an agent of the EMC Servicer with the same force and effect as if performed directly by the EMC Servicer.