Common use of Takeout Commitments Clause in Contracts

Takeout Commitments. (a) Seller, coincident with the commencement of each Transaction, hereby and thereby assigns and sets over to Purchaser, without recourse, free and clear of any lien, claim, participation or encumbrance of any kind, all of Seller’s rights (but not its obligations) under each Takeout Commitment related to such Transaction, including without limitation its right and entitlement to receive the entire Takeout Price specified in each Takeout Commitment related to such Transaction from a Takeout Buyer. Purchaser agrees that it will deliver to each Takeout Buyer such Agency Security that is sufficient to satisfy all Takeout Commitments related to such Transaction, provided that (i) the Agency Security shall have been issued and delivered to Purchaser in the Agency Security Face Amount, and at least equal to the Cut-off Date Principal Balance for such Transaction, on or before the Settlement Date for such Transaction so as to allow Purchaser to effect Good Delivery of the Agency Security to the Takeout Buyer; and (ii) such Takeout Buyer executes the Takeout Commitment Assignment to Purchaser. (b) In the event the Takeout Buyer, in connection with any Transaction, fails to perform its obligations under the related Takeout Commitment as determined under the express terms set forth in such Takeout Commitment, Purchaser and Seller may, but neither is required to, renegotiate the terms of the Takeout Commitment Assignment.

Takeout Commitments. (a) Seller, coincident with the commencement of each Transaction, hereby and thereby assigns and sets over to Purchaser, without recourse, free and clear of any lien, claim, participation or encumbrance of any kind, all of Seller’s rights (but not its obligations) under each Takeout Commitment related to such TransactionCommitment, including without limitation its right and entitlement to receive the entire Takeout Price specified in each Takeout Commitment related to such Transaction from a Takeout Buyer. Purchaser agrees that it will deliver to each Takeout Buyer such Agency Security that is sufficient to satisfy all Takeout Commitments related to such TransactionCommitments, provided that (i) the Agency Security shall have been issued and delivered pursuant to Purchaser in the Agency Security Face Amount, and at least equal to the Cut-off Date Principal Balance for such TransactionBalance, on or before the Settlement Date for such Transaction so as to allow Purchaser to effect Good Delivery of the Agency Security to the Takeout Buyer; and (ii) such Takeout Buyer executes the Takeout Commitment Assignment to Purchaser. (b) In the event the Takeout Buyer, in connection with any Transaction, Buyer fails to perform its obligations under the related Takeout Commitment as determined under the express terms set forth in such Takeout Commitment, Purchaser and Seller may, but neither is required to, renegotiate the terms of the Takeout Commitment Assignment.

Takeout Commitments. (a) Seller, coincident with the commencement of each Transaction, hereby and thereby assigns and sets over to Purchaser, without recourse, free and clear of any lien, claim, participation participation, or encumbrance of any kind, all of Seller’s rights (but not its obligations) under each Takeout Commitment related to such TransactionCommitment, including without limitation its right and entitlement to receive the entire Takeout Price specified in each Takeout Commitment related to such Transaction from a Takeout Buyer. Purchaser agrees that it will deliver to each Takeout Buyer such Agency Security that is sufficient to satisfy all Takeout Commitments related to such Transaction, Commitments; provided that (i) the Agency Security shall have been issued and delivered topursuant to the Joint Securities Account Control Agreement or Purchaser in the Agency Security Face Amount, and at least equal to the Cut-off Date Principal Balance for such TransactionBalance, on or before the Settlement Date for such Transaction so as to allow Purchaser to effect Good Delivery of the Agency Security to the Takeout Buyer; and (ii) such Takeout Buyer executes the Takeout Commitment Assignment to Purchaser. (b) In the event the Takeout Buyer, in connection with any Transaction, Buyer fails to perform its obligations under the related Takeout Commitment as determined under the express terms set forth in such Takeout Commitment, Purchaser and Seller may, but neither is required to, renegotiate the terms of the Takeout Commitment Assignment.

Takeout Commitments. (a) Seller, coincident with the commencement of each Transaction, hereby and thereby assigns and sets over to Purchaser, without recourse, free and clear of any lien, claim, participation or encumbrance of any kind, all of Seller’s rights (but not its obligations) under each Takeout Commitment related to such Transaction, including without limitation its LEGAL02/44901976v2 right and entitlement to receive the entire Takeout Price specified in each Takeout Commitment related to such Transaction from a Takeout Buyer. Purchaser agrees that it will deliver to each Takeout Buyer such Agency Security that is sufficient to satisfy all Takeout Commitments related to such Transaction, provided that (i) the Agency Security shall have been issued and delivered to Purchaser in the Agency Security Face Amount, and at least equal to the Cut-off Date Principal Balance for such Transaction, on or before the Settlement Date for such Transaction so as to allow Purchaser to effect Good Delivery of the Agency Security to the Takeout Buyer; and (ii) such Takeout Buyer executes the Takeout Commitment Assignment to Purchaser. (b) In the event the Takeout Buyer, in connection with any Transaction, fails to perform its obligations under the related Takeout Commitment as determined under the express terms set forth in such Takeout Commitment, Purchaser and Seller may, but neither is required to, renegotiate the terms of the Takeout Commitment Assignment.

Takeout Commitments. (a) Seller, coincident with the commencement of each Transaction, hereby and thereby assigns and sets over to Purchaser, without recourse, free and clear of any lien, claim, participation participation, or encumbrance of any kind, all of Seller’s rights (but not its obligations) under each Takeout Commitment related to such TransactionCommitment, including without limitation its right and entitlement to receive the entire Takeout Price specified in each Takeout Commitment related to such Transaction from a Takeout Buyer. Purchaser agrees that it will deliver to each Takeout Buyer such Agency Security that is sufficient to satisfy all Takeout Commitments related to such Transaction, Commitments; provided that (i) the Agency Security shall have been issued and delivered pursuant to the Joint Securities Account Control Agreement or Purchaser in the Agency Security Face Amount, and at least equal to the Cut-off Date Principal Balance for such TransactionBalance, on or before the Settlement Date for such Transaction so as to allow Purchaser to effect Good Delivery of the Agency Security to the Takeout Buyer; and (ii) such Takeout Buyer executes the Takeout Commitment Assignment to Purchaser. (b) In the event the Takeout Buyer, in connection with any Transaction, Buyer fails to perform its obligations under the related Takeout Commitment as determined under the express terms set forth in such Takeout Commitment, Purchaser and Seller may, but neither is required to, renegotiate the terms of the Takeout Commitment Assignment.

Takeout Commitments. (a) SellerThe Seller hereby assigns to the Administrative Agent, coincident with for the commencement benefit of each Transaction, hereby and thereby assigns and sets over to Purchaser, without recoursethe Purchasers, free and clear of any security interest, lien, claim, participation claim or encumbrance of any kind, all of the Seller’s 's rights (but not its obligations) under each Takeout Commitment related to such Transaction, including without limitation its right and entitlement to receive the entire Takeout Price specified in each Amount therefor from the related Approved Takeout Commitment related Investor. Subject to such Transaction from a Takeout Buyer. Purchaser the Purchasers' rights hereunder, unless otherwise directed by the Administrative Agent, the Seller agrees that it will deliver satisfy the Takeout Commitment on the Settlement Date specified therein. The Seller understands that, as a result of this Section 2.03 and each Trade Assignment, the Administrative Agent, on behalf of the Purchasers, will succeed to the rights of the Seller with respect to each Takeout Buyer such Agency Security that is sufficient Commitment subject to satisfy all Takeout Commitments related a Trade Assignment and the obligation of the Seller to such Transaction, provided that (i) deliver the Agency Security shall have been issued and delivered to Purchaser in applicable Mortgage Loans against the Agency Security Face Amount, and at least receipt by the Administrative Agent of an amount equal to the Cut-off Date Principal Balance for such TransactionAnticipated Takeout Amount therefor, on or before and that in directing the Settlement Date for such Transaction so as Seller to allow Purchaser to effect Good Delivery of deliver the Agency Security applicable Mortgage Loans to the applicable Approved Takeout Buyer; and (ii) such Takeout Buyer executes the Takeout Commitment Assignment to Purchaser. (b) In the event the Takeout Buyer, in connection with any Transaction, fails to perform its obligations Investor under the related Takeout Commitment as determined under the express terms set forth in each such Takeout Commitment, Purchaser the Administrative Agent will stand in the place and Seller may, but neither is required to, renegotiate the terms stead of the Seller as provided in the applicable Trade Assignment and, consequently, will be acting as a non-dealer in exercising its rights and fulfilling its obligations assigned pursuant to this Section 2.03 and each Trade Assignment. Notwithstanding the assignments hereunder, other than the obligation of the Seller to deliver the applicable Mortgage Loans against the receipt by the Administrative Agent of an amount equal to the Anticipated Takeout Commitment Amount therefor, none of the Administrative Agent, any Funding Agent or any Purchaser is receiving or assuming any obligation of the Seller under any Sale Agreement, Takeout Commitment, or Takeout Assignment.

Takeout Commitments. (a) Seller, coincident with the commencement of each Transaction, hereby and thereby assigns and sets over to Purchaser, without recourse, free and clear of any lien, claim, participation participation, or encumbrance of any kind, all of Seller’s rights (but not its obligations) under each Takeout Commitment related to such TransactionCommitment, including without limitation its right and entitlement to receive the entire Takeout Price specified in each Takeout Commitment related to such Transaction from a Takeout Buyer. Purchaser agrees that it will deliver to each Takeout Buyer such Agency Security that is sufficient to satisfy all Takeout Commitments related to such Transaction, Commitments; provided that (i) the Agency Security shall have been issued and delivered to Purchaser in the Agency Security Face Amount, and at least equal to the Cut-off Date Principal Balance for such TransactionBalance, on or before the Settlement Date for such Transaction so as to allow Purchaser to effect Good Delivery of the Agency Security to the Takeout Buyer; and (ii) such Takeout Buyer executes the Takeout Commitment Assignment to Purchaser. (b) In the event the Takeout Buyer, in connection with any Transaction, Buyer fails to perform its obligations under the related Takeout Commitment as determined under the express terms set forth in such Takeout Commitment, Purchaser and Seller may, but neither is required to, renegotiate the terms of the Takeout Commitment Assignment.