Successors and Assigns; Assignment of this Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Purchaser and the Trustee. The obligations of the Seller under this Agreement cannot be assigned or delegated to a third party without the consent of the Purchaser and which consent shall be at the Purchaser's sole discretion, except that the Purchaser acknowledges and agrees that the Seller may assign its obligations hereunder to any Person into which the Seller is merged or any corporation resulting from any merger, conversion or consolidation to which the Seller is a party or any Person succeeding to the business of the Seller. The parties hereto acknowledge that the Purchaser is acquiring the Mortgage Loans for the purpose of contributing them to a trust that will issue a series of certificates representing undivided interests in such Mortgage Loans. As an inducement to the Purchaser to purchase the Mortgage Loans, the Seller acknowledges and consents to the assignment by the Purchaser to the Trustee of all of the Purchaser's rights against the Seller pursuant to this Agreement insofar as such rights relate to Mortgage Loans transferred to the Trustee and to the enforcement or exercise of any right or remedy against the Seller pursuant to this Agreement by the Trustee. Such enforcement of a right or remedy by the Trustee shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.
Appears in 39 contracts
Samples: Pooling and Servicing Agreement (Abfc Asset-Backed Certificates Series 2004-Opt1), Pooling and Servicing Agreement (ABFC Asset-Backed Certificates, Series 2005-He2), Pooling and Servicing Agreement (Abfc Asset-Backed Certificates Series 2004-Opt2)
Successors and Assigns; Assignment of this Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Purchaser and the Trusteetheir respective successors and assigns. The obligations of the Seller under this Agreement cannot be assigned or delegated to a third party without the consent of the Purchaser Credit Enhancer and the Purchaser, which consent shall be at the Credit Enhancer's and the Purchaser's sole discretion, except that the Purchaser acknowledges and agrees the Credit Enhancer acknowledge and agree that the Seller may assign its obligations hereunder to any Affiliate of the Seller, to any Person succeeding to the business of the Seller, to any Person into which the Seller is merged or and to any corporation Person resulting from any merger, conversion or consolidation to which the Seller is a party or any Person succeeding to the business of the Sellerparty. The parties hereto acknowledge that the Purchaser is acquiring the Mortgage Home Loans for the purpose of contributing them to a trust that the Issuer. Pursuant to the terms of the Trust Agreement, the Issuer will issue a series and transfer to or at the direction of certificates representing undivided interests in such Mortgage the Purchaser, the Certificates and pursuant to the terms of the Indenture, the Issuer will issue and transfer to or at the direction of the Purchaser, the Notes secured by the Home Loans. As an inducement to the Purchaser to purchase the Mortgage Home Loans, the Seller acknowledges and consents to (i) the assignment by the Purchaser to the Trustee Issuer of all of the Purchaser's rights against the Seller pursuant to this Agreement insofar as such rights relate to Mortgage Home Loans transferred to the Trustee Issuer and to the enforcement or exercise of any right or remedy against the Seller pursuant to this Agreement by the TrusteeIssuer, (ii) the enforcement or exercise of any right or remedy against the Seller pursuant to this Agreement by or on behalf of the Issuer and (iii) the Issuer's pledge of its interest in this Agreement to the Indenture Trustee and the enforcement by the Indenture Trustee of any such right or remedy against the Seller following an Event of Default under the Indenture. Such enforcement of a right or remedy by the Trustee Issuer or the Indenture Trustee, as applicable, shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.
Appears in 12 contracts
Samples: Loan Purchase Agreement (Residential Funding Mortgage Securities Ii Inc), Loan Purchase Agreement (Residential Funding Mortgage Securities Ii Inc), Home Loan Purchase Agreement (Residential Funding Mortgage Securities Ii Inc)
Successors and Assigns; Assignment of this Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Purchaser and the Trusteetheir respective successors and assigns. The obligations of the Seller under this Agreement cannot be assigned or delegated to a third party without the consent of the Purchaser Credit Enhancer and the Purchaser, which consent shall be at the Credit Enhancer's and the Purchaser's sole discretion, except that the Purchaser acknowledges and agrees the Credit Enhancer acknowledge and agree that the Seller may assign its obligations hereunder to any Affiliate of the Seller, to any Person succeeding to the business of the Seller, to any Person into which the Seller is merged or and to any corporation Person resulting from any merger, conversion or consolidation to which the Seller is a party or any Person succeeding to the business of the Sellerparty. The parties hereto acknowledge that the Purchaser is acquiring the Mortgage Home Equity Loans for the purpose of contributing them to a trust that the Issuer. Pursuant to the terms of the Trust Agreement, the Issuer will issue a series and transfer to or at the direction of certificates representing undivided interests in such Mortgage the Purchaser, the Certificates and pursuant to the terms of the Indenture, the Issuer will issue and transfer to or at the direction of the Purchaser, the Notes secured by the Home Equity Loans. As an inducement to the Purchaser to purchase the Mortgage Home Equity Loans, the Seller acknowledges and consents to (i) the assignment by the Purchaser to the Trustee Issuer of all of the Purchaser's rights against the Seller pursuant to this Agreement insofar as such rights relate to Mortgage Home Equity Loans transferred to the Trustee and to Issuer, (ii) the enforcement or exercise of any right or remedy against the Seller pursuant to this Agreement by or on behalf of the TrusteeIssuer and (iii) the Issuer's pledge of its interest in this Agreement to the Indenture Trustee and the enforcement by the Indenture Trustee of any such right or remedy against the Seller following an Event of Default under the Indenture. Such enforcement of a right or remedy by the Trustee Issuer or the Indenture Trustee, as applicable, shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.
Appears in 6 contracts
Samples: Equity Loan Purchase Agreement (RFMSII Series 2006-Hsa2 Trust), Equity Loan Purchase Agreement (Home Equity Loan Trust 2006-Hsa3), Loan Purchase Agreement (Home Equity Loan Trust 2004-Hs3)
Successors and Assigns; Assignment of this Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Purchaser and the Trustee. The obligations of the Seller under this Agreement cannot be assigned or delegated to a third party without the consent of the Purchaser and which consent shall be at the Purchaser's ’s sole discretion, except that the Purchaser acknowledges and agrees that the Seller may assign its obligations hereunder to any Person into which the Seller is merged or any corporation resulting from any merger, conversion or consolidation to which the Seller is a party or any Person succeeding to the business of the Seller. The parties hereto acknowledge that the Purchaser is acquiring the Mortgage Loans for the purpose of contributing them to a trust that will issue a series of certificates representing undivided interests in such Mortgage Loans. As an inducement to the Purchaser to purchase the Mortgage Loans, the Seller acknowledges and consents to the assignment by the Purchaser to the Trustee of all of the Purchaser's ’s rights against the Seller pursuant to this Agreement insofar as such rights relate to Mortgage Loans transferred to the Trustee and to the enforcement or exercise of any right or remedy against the Seller pursuant to this Agreement by the Trustee. Such enforcement of a right or remedy by the Trustee shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.
Appears in 3 contracts
Samples: Distribution Instructions (C-Bass Mortgage Loan Trust 2007-Cb3), Distribution Instructions (Citigroup Mortgage Loan Trust Inc), Mortgage Loan Purchase Agreement (C-Bass 2007-Cb5 Trust)
Successors and Assigns; Assignment of this Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Purchaser and the Indenture Trustee. The obligations of the Seller under this Agreement cannot be assigned or delegated to a third party without the consent of the Purchaser and which consent shall be at the Purchaser's sole discretion, except that the Purchaser acknowledges and agrees that the Seller may assign its obligations hereunder to any Person into which the Seller is merged or any corporation resulting from any merger, conversion or consolidation to which the Seller is a party or any Person succeeding to the business of the Seller. The parties hereto acknowledge that the Purchaser is acquiring the Mortgage Loans for the purpose of contributing them to a trust that will issue a series of certificates notes representing undivided interests in such Mortgage Loans. As an inducement to the Purchaser to purchase the Mortgage Loans, the Seller acknowledges and consents to the assignment by the Purchaser to the Indenture Trustee of all of the Purchaser's rights against the Seller pursuant to this Agreement insofar as such rights relate to Mortgage Loans transferred to the Indenture Trustee and to the enforcement or exercise of any right or remedy against the Seller pursuant to this Agreement by the Indenture Trustee. Such enforcement of a right or remedy by the Indenture Trustee shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (C-Bass Mortgage Loan as-BCK Nt Sal Mort Ln Tr Ser 2001-Cb4)