Common use of Transfer Upon Termination Clause in Contracts

Transfer Upon Termination. (a) The Loan Platform Administrator agrees in connection with any termination of its obligations under this Article IV to transfer the platform administration services to the Company or a successor service provider designated by the Company as soon as reasonably practicable. Until such time of transfer, the services and obligations of the Loan Platform Administrator and the Loan Platform Administrator’s obligations to provide termination assistance shall continue in full force and effect, provided that Company shall use good faith, commercially reasonable efforts to cause the transfer of services and obligations as promptly as possible, and shall pay all fees, compensation or other amounts due under this Article IV, and otherwise perform all of its obligations under this Article IV, during such period. Upon termination of the Loan Platform Administrator’s services and obligations under this Article IV, the Loan Platform Administrator shall prepare, execute and deliver to the successor entity designated by the Company any and all Borrower Loan Documents and other instruments in its possession with respect to the Borrower Loans, place in such successor’s possession all of the documents, information and records relating to the Company that are in its possession, and, in a timely manner, do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, (i) at the Loan Platform Administrator’s sole cost and expense if the termination is pursuant to Sections 4.12(b), (d) or (f), or (ii) at the Company’s sole cost and expense if the termination is for any other reason. Upon any transfer of services upon the termination of the Loan Platform Administrator’s obligations under this Article IV, the Company and the Loan Platform Administrator shall cooperatively send all transfer of services notices from the transferor service provider required by the Applicable Requirements to the Borrowers entitled to said notice. Notwithstanding anything in this Agreement to the contrary, no termination fees shall be payable by any party upon any termination of this Agreement. (b) In connection with any termination or transfer, on the services transfer date, the Company shall reimburse the terminated or terminating Loan Platform Administrator for all related expenses subject to recovery or reimbursement hereunder, as well as any related unpaid fees, net of any amounts owed to the Company by the Loan Platform Administrator pursuant to this Article IV. (c) The indemnification of the Loan Platform Administrator set forth in this Article IV and the representations and warranties of the parties set forth in this Agreement, and any obligations of the parties in this Agreement that by their terms survive termination, shall survive the termination or assignment of this Article IV.

Transfer Upon Termination. (a) The Loan Platform Corporate Administrator agrees in connection with any termination of its obligations under this Article IV III to transfer the platform administration administrative services to the Company or a successor service provider designated by the Company as soon as reasonably practicable. Until such time of transfer, the services and obligations of the Loan Platform Corporate Administrator and the Loan Platform Corporate Administrator’s obligations to provide termination assistance shall continue in full force and effect, provided that Company shall use good faith, commercially reasonable efforts to cause the transfer of services and obligations as promptly as possible, and shall pay all fees, compensation or other amounts due under this Article IVIII, and otherwise perform all of its obligations under this Article IVIII, during such period. Upon termination of the Loan Platform Corporate Administrator’s services and obligations under this Article IVIII, the Loan Platform Corporate Administrator shall prepare, execute and deliver to the successor entity designated by the Company any and all Borrower Loan Documents and other instruments in its possession with respect to the Borrower Loans, place in such successor’s possession all of the documents, information and records relating to the Company that are in its possession, and, in a timely manner, do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, (i) at the Loan Platform Corporate Administrator’s sole cost and expense if the termination is pursuant to Sections 4.12(b3.9(b), (d) or (f), or (ii) at the Company’s sole cost and expense if the termination is for any other reason. Upon any transfer of services upon the termination of the Loan Platform Corporate Administrator’s obligations under this Article IVIII, the Company and the Loan Platform Corporate Administrator shall cooperatively send all transfer of services notices from the transferor service provider required by the Applicable Requirements to the Borrowers entitled to said notice. Notwithstanding anything in this Agreement to the contrary, no termination fees shall be payable by any party upon any termination of this Agreement. (b) In connection with any termination or transfer, on the services transfer date, the Company shall reimburse the terminated or terminating Loan Platform Corporate Administrator for all related expenses subject to recovery or reimbursement hereunder, as well as any related unpaid fees, net of any amounts owed to the Company by the Loan Platform Corporate Administrator pursuant to this Article IVIII. (c) The indemnification of the Loan Platform Corporate Administrator set forth in this Article IV III and the representations and warranties of the parties set forth in this Agreement, and any obligations of the parties in this Agreement that by their terms survive termination, shall survive the termination or assignment of this Article IVIII.

Transfer Upon Termination. (a) The Loan Platform Administrator and Note Servicer agrees in connection with any termination of its obligations under this Article IV V to transfer the platform administration services to the Company or a successor service provider designated by the Company as soon as reasonably practicable. Until such time of transfer, the services and obligations of the Loan Platform Administrator and Note Servicer and the Loan Platform Administratorand Note Servicer’s obligations to provide termination assistance shall continue in full force and effect, provided that Company shall use good faith, commercially reasonable efforts to cause the transfer of services and obligations as promptly as possible, and shall pay all fees, compensation or other amounts due under this Article IVV, and otherwise perform all of its obligations under this Article IVV, during such period. Upon termination of the Loan Platform Administratorand Note Servicer’s services and obligations under this Article IVV, the Loan Platform Administrator and Note Servicer shall prepare, execute and deliver to the successor entity designated by the Company any and all Borrower Loan Documents and other instruments in its possession with respect to the Borrower Loans, place in such successor’s possession all of the documents, information and records relating to the Company that are in its possession, and, in a timely manner, do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, (i) at the Loan Platform Administratorand Note Servicer’s sole cost and expense if the termination is pursuant to Sections 4.12(b5.15(b), (d) or (f), or (ii) at the Company’s sole cost and expense if the termination is for any other reason. Upon any transfer of services upon the termination of the Loan Platform Administratorand Note Servicer’s obligations under this Article IVV, the Company and the Loan Platform Administrator and Note Servicer shall cooperatively send all transfer of services notices from the transferor service provider required by the Applicable Requirements to the Borrowers entitled to said notice. Notwithstanding anything in this Agreement to the contrary, no termination fees shall be payable by any party upon any termination of this Agreement. (b) In connection with any termination or transfer, on the services transfer date, the Company shall reimburse the terminated or terminating Loan Platform Administrator and Note Servicer for all related expenses subject to recovery or reimbursement hereunder, as well as any related unpaid fees, net of any amounts owed to the Company by the Loan Platform Administrator and Note Servicer pursuant to this Article IV.V. (c) The indemnification and repurchase obligations of the Loan Platform Administrator and Note Servicer set forth in this Article IV V and the representations and warranties of the parties set forth in this Agreement, and any obligations of the parties in this Agreement that by their terms survive termination, shall survive the termination or assignment of this Article IV.V.

Transfer Upon Termination. (a) The Loan Platform Administrator agrees in connection with any termination of its obligations under this Article IV to transfer the platform administration services to the Company or a successor service provider designated by the Company as soon as reasonably practicable. Until such time of transfer, the services and obligations of the Loan Platform Administrator and the Loan Platform Administrator’s obligations to provide termination assistance shall continue in full force and effect, provided that Company shall use good faith, commercially reasonable efforts to cause the transfer of services and obligations as promptly as possible, and shall pay all fees, compensation or other amounts due under this Article IV, and otherwise perform all of its obligations under this Article IV, during such period. Upon termination of the Loan Platform Administrator’s services and obligations under this Article IV, the Loan Platform Administrator shall prepare, execute and deliver to the successor entity designated by the Company any and all Borrower Loan Documents and other instruments in its possession with respect to the Borrower Loans, place in such successor’s possession all of the documents, information and records relating to the Company that are in its possession, and, in a timely manner, do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, (i) at the Loan Platform Administrator’s sole cost and expense if the termination is pursuant to Sections Section 4.12(b), (d) or (f), or (ii) at the Company’s sole cost and expense if the termination is for any other reason. Upon any transfer of services upon the termination of the Loan Platform Administrator’s obligations under this Article IV, the Company and the Loan Platform Administrator shall cooperatively send all transfer of services notices from the transferor service provider required by the Applicable Requirements to the Borrowers entitled to said notice. Notwithstanding anything in this Agreement to the contrary, no termination fees shall be payable by any party upon any termination of this Agreement. (b) In connection with any termination or transfer, on the services transfer date, the Company shall reimburse the terminated or terminating Loan Platform Administrator for all related expenses subject to recovery or reimbursement hereunder, as well as any related unpaid fees, net of any amounts owed to the Company by the Loan Platform Administrator pursuant to this Article IV. (c) The indemnification of the Loan Platform Administrator set forth in this Article IV and the representations and warranties of the parties set forth in this Agreement, and any obligations of the parties in this Agreement that by their terms survive termination, shall survive the termination or assignment of this Article IV.

Transfer Upon Termination. (a) The Loan Platform Administrator and Note Servicer agrees in connection with any termination of its obligations under this Article IV V to transfer the platform administration services to the Company or a successor service provider designated by the Company as soon as reasonably practicable. Until such time of transfer, the services and obligations of the Loan Platform Administrator and Note Servicer and the Loan Platform Administratorand Note Servicer’s obligations to provide termination assistance shall continue in full force and effect, provided that Company shall use good faith, commercially reasonable efforts to cause the transfer of services and obligations as promptly as possible, and shall pay all fees, compensation or other amounts due under this Article IVV, and otherwise perform all of its obligations under this Article IVV, during such period. Upon termination of the Loan Platform Administratorand Note Servicer’s services and obligations under this Article IVV, the Loan Platform Administrator and Note Servicer shall prepare, execute and deliver to the successor entity designated by the Company any and all Borrower Loan Documents and other instruments in its possession with respect to the Borrower Loans, place in such successor’s possession all of the documents, information and records relating to the Company that are in its possession, and, in a timely manner, do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, (i) at the Loan Platform Administratorand Note Servicer’s sole cost and expense if the termination is pursuant to Sections 4.12(b), (d) or (fSection 5.15(b), or (ii) at the Company’s sole cost and expense if the termination is for any other reason. Upon any transfer of services upon the termination of the Loan Platform Administratorand Note Servicer’s obligations under this Article IVV, the Company and the Loan Platform Administrator and Note Servicer shall cooperatively send all transfer of services notices from the transferor service provider required by the Applicable Requirements to the Borrowers entitled to said notice. Notwithstanding anything in this Agreement to the contrary, no termination fees shall be payable by any party upon any termination of this Agreement. (b) In connection with any termination or transfer, on the services transfer date, the Company shall reimburse the terminated or terminating Loan Platform Administrator and Note Servicer for all related expenses subject to recovery or reimbursement hereunder, as well as any related unpaid fees, net of any amounts owed to the Company by the Loan Platform Administrator and Note Servicer pursuant to this Article IV.V. (c) The indemnification and repurchase obligations of the Loan Platform Administrator and Note Servicer set forth in this Article IV V and the representations and warranties of the parties set forth in this Agreement, and any obligations of the parties in this Agreement that by their terms survive termination, shall survive the termination or assignment of this Article IV.V.

Transfer Upon Termination. (a) The Loan Platform Corporate Administrator agrees in connection with any termination of its obligations under this Article IV III to transfer the platform administration administrative services to the Company or a successor service provider designated by the Company as soon as reasonably practicable. Until such time of transfer, the services and obligations of the Loan Platform Corporate Administrator and the Loan Platform Corporate Administrator’s obligations to provide termination assistance shall continue in full force and effect, provided that the Company shall use good faith, commercially reasonable efforts to cause the transfer of services and obligations as promptly as possible, and shall pay all fees, compensation or other amounts due under this Article IVIII, and otherwise perform all of its obligations under this Article IVIII, during such period. Upon termination of the Loan Platform Corporate Administrator’s services and obligations under this Article IVIII, the Loan Platform Corporate Administrator shall prepare, execute and deliver to the successor entity designated by the Company any and all Borrower Loan Documents and other instruments in its possession with respect to the Borrower Loans, place in such successor’s possession all of the documents, information and records relating to the Company that are in its possession, and, in a timely manner, do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, (i) at the Loan Platform Corporate Administrator’s sole cost and expense if the termination is pursuant to Sections 4.12(b), (d) or (fSection 3.9(b), or (ii) at the Company’s sole cost and expense if the termination is for any other reason. Upon any transfer of services upon the termination of the Loan Platform Corporate Administrator’s obligations under this Article IVIII, the Company and the Loan Platform Corporate Administrator shall cooperatively send all transfer of services notices from the transferor service provider required by the Applicable Requirements to the Borrowers entitled to said notice. Notwithstanding anything in this Agreement to the contrary, no termination fees shall be payable by any party upon any termination of this Agreement. (b) In connection with any termination or transfer, on the services transfer date, the Company shall reimburse the terminated or terminating Loan Platform Corporate Administrator for all related expenses subject to recovery or reimbursement hereunder, as well as any related unpaid fees, net of any amounts owed to the Company by the Loan Platform Corporate Administrator pursuant to this Article IVIII. (c) The indemnification of the Loan Platform Corporate Administrator set forth in this Article IV III and the representations and warranties of the parties set forth in this Agreement, and any obligations of the parties in this Agreement that by their terms survive termination, shall survive the termination or assignment of this Article IVIII.