TERMINATION     115 Clause Samples

TERMINATION     115. Section 9.02. Termination Prior to Maturity Date; Optional Redemption. 115 Section 9.03. Certain Notices upon Final Payment 116 Section 10.01. Binding Nature of Agreement; Assignment 116 Section 10.02. Entire Agreement 116 Section 10.03. Amendment. 116 Section 10.04. Acts of Noteholders 117 Section 10.05. Recordation of Agreement 118 Section 10.06. Governing Law 118 Section 10.07. Notices 118 Section 10.08. Severability of Provisions 120 Section 10.09. Indulgences; No Waivers 121 Section 10.10. Headings Not To Affect Interpretation 121 Section 10.11. Benefits of Agreement 121 Section 10.12. Special Notices to the Rating Agencies. 121 Section 10.13. Counterparts 122 Section 10.14. Agreement of the Issuer 122 Section 10.15. Execution by the Issuer 122 Exhibit A-1 Form of Initial Certification Exhibit A-2 Form of Interim Certification Exhibit A-3 Form of Final Certification Exhibit A-4 Form of Endorsement Exhibit A-5 Form of Request For Release Exhibit B Form of Lost Note Affidavit Exhibit C Custodial Agreement Exhibit D Custodial Account Letter Agreement Exhibit E Escrow Account Letter Agreement Exhibit F Standard Layout For Monthly Defaulted Loan Report Schedule A Mortgage Loan Schedule This TRANSFER AND SERVICING AGREEMENT, dated as of February 1, 2005 (this “Agreement” or this “Transfer and Servicing Agreement”), is by and among HOMEBANC MORTGAGE TRUST 2005-1, a Delaware statutory trust, as issuer (the “Issuer”), HMB ACCEPTANCE CORP., a Delaware corporation, as depositor (the “Depositor”), U.S. BANK NATIONAL ASSOCIATION, as indenture trustee (the “Indenture Trustee”), ▇▇▇▇▇ FARGO BANK, N.A., as securities administrator (in such capacity, the “Securities Administrator”) and master servicer (in such capacity, the “Master Servicer”) and HOMEBANC CORP., a Georgia corporation, as seller (in such capacity, the “Seller”) and servicer (in such capacity, the “Servicer”).
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TERMINATION     115. Termination Upon Purchase by the Servicer or Liquidation of All Mortgage Loans 115 Section 9.02 Additional Termination Requirements 117 Section 9.03 Trust Irrevocable 118 ARTICLE X Miscellaneous Provisions 118 Section 10.01 Amendment 118 Section 10.02 Recordation of Agreement 119 Section 10.03 Limitation on Rights of Certificateholders 120 Section 10.04 Access to List of Certificateholders 120 Section 10.05 Governing Law 121 Section 10.06 Notices 121 Section 10.07 Compliance With Regulation AB 121 Section 10.08 Severability of Provisions 122 Section 10.09 Counterpart Signatures 122 Section 10.10 Benefits of Agreement 122 Section 10.11 Notices and Copies to Rating Agencies 122 Section 10.12 Covenant Not to Place Trust Into Bankruptcy 123 Section 10.13 Covenant Not to Place Company Into Bankruptcy 123
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TERMINATION     115. Section 10.01. Optional Repurchase of Offered Notes 115 Section 10.02. Termination 116 TABLE OF CONTENTS (Continued)
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Related to TERMINATION     115

  • Termination Effect of Termination 83 21.1. Termination................................................83 21.2. Effect of Termination......................................84

  • Termination; General The Representatives may terminate this Agreement, by notice to the Company, at any time at or prior to Closing Time (i) if in the reasonable judgment of the Representatives, there has been, since the time of execution of this Agreement or since the respective dates as of which information is given in the Prospectus or the General Disclosure Package, any material adverse change in the condition, financial or otherwise, or in the earnings, business affairs, financial prospects or business prospects of the Company and its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, or (ii) if there has occurred any material adverse change in the financial markets in the United States or the international financial markets, any outbreak of hostilities or escalation thereof or other calamity or crisis or any change or development involving a prospective change in national or international political, financial or economic conditions, in each case the effect of which is such as to make it, in the judgment of the Representatives, impracticable or inadvisable to market the Securities or to enforce contracts for the sale of the Securities, or (iii) if trading in any securities of the Company has been suspended or limited by the Commission, the New York Stock Exchange or the Nasdaq Global Market, or if trading generally on the NYSE American or the New York Stock Exchange or in the Nasdaq Global Market has been suspended or limited, or minimum or maximum prices for trading have been fixed, or maximum ranges for prices have been required, by any of said exchanges or by such system or by order of the Commission, the FINRA or any other governmental authority, or a material disruption has occurred in commercial banking or securities settlement or clearance services in the United States, or (iv) if a banking moratorium has been declared by either Federal, California or New York authorities, or (v) if since the date of this Agreement, there has occurred a downgrading in the rating assigned to the Securities, any class or series of the Company’s outstanding Preferred Stock, if any, or any of the Company’s other debt securities by any nationally recognized securities rating agency, or any such securities rating agency has publicly announced that it has under surveillance or review, with possible negative implications or without indicating the direction of the possible change, its rating of the Securities, any class or series of Preferred Stock or any of the Company’s other debt securities.

  • Termination in General If Executive’s employment with the Company terminates for any reason, the Company will pay or provide to Executive: (i) any unpaid Salary through the date of employment termination, (ii) any unpaid Annual Bonus for the fiscal year prior to the fiscal year in which the termination occurs (payable at the time the bonuses are paid to employees generally), (iii) any accrued but unused vacation or paid time off in accordance with the Company’s policy, (iv) reimbursement for any unreimbursed business expenses incurred through the termination date, to the extent reimbursable in accordance with Section 3, and (v) all other payments or benefits (if any) to which Executive is entitled under the terms of any benefit plan or arrangement.

  • Termination With Cause The Master Servicer may, at its sole option, terminate any rights the Primary Servicer may have hereunder with respect to any or all of the Mortgage Loans, as provided in Section 4.01 of this Agreement upon the occurrence of a Primary Servicer Termination Event. Any notice of termination shall be in writing and delivered to the Primary Servicer as provided in Section 6.05 of this Agreement.

  • Survival; Termination The representations, warranties, and covenants of the respective parties shall survive the Closing Date and the consummation of the transactions herein contemplated for a period of two years.