Use of I.T. Systems. (a) The Cash Manager represents and warrants that at the date hereof in respect of the software which is to be used by the Cash Manager in providing the Cash Management Services it has in place all necessary licences and/or consents from the respective licensor or licensors (if any) of such software.
(b) The Cash Manager undertakes that it shall for the duration of this Agreement, use reasonable endeavours to:
(i) ensure that the licences and/or consents referred to in paragraph (a) are maintained in full force and effect; and
(ii) except in so far as it would breach any other of its legal obligations, grant to any person to whom it may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Mortgages Trustee and/or Funding 1 and Funding 2 elect as a substitute cash manager in accordance with the terms of this Agreement a licence to use any proprietary software together with any updates which may be made thereto from time to time.
(c) The Cash Manager shall use reasonable endeavours to maintain in working order the information technology systems used by the Cash Manager in providing the Cash Management Services.
(d) The Cash Manager shall pass to any person to whom it may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Mortgages Trustee and/or Funding 1 and Funding 2 elect as a substitute cash manager in accordance with the terms of this Agreement the benefit of any warranties in relation to the software insofar as the same are capable of assignment.
Use of I.T. Systems. (a) The Servicer covenants that at the date hereof in respect of the software which is used by the Servicer in providing the Services, it shall for the duration of this Agreement:
(i) ensure that it has in place all necessary licences and/or consents from the respective licensor or licensors (if any) of such software; and
(ii) except in so far as it would breach any other of its legal obligations, grant to any person to whom it may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Guarantor elects as a substitute servicer in accordance with the terms of this Agreement a licence to use any proprietary software together with any updates which may be made thereto from time to time.
(b) The Servicer shall maintain the information technology systems used by the Servicer in providing the Services in accordance with the standards of a Reasonable and Prudent Mortgage Lender.
(c) The Servicer shall pass to any person to whom it may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Guarantor elects as a substitute servicer in accordance with the terms of this Agreement the benefit of any warranties in relation to the software insofar as the same are capable of assignment.
Use of I.T. Systems. (a) The Eighth Issuer Cash Manager represents and warrants that at the date hereof in respect of the software which is to be used by the Eighth Issuer Cash Manager in providing the Eighth Issuer Cash Management Services it has in place all necessary licences and/or consents from the respective licensor or licensors (if any) of such software.
Use of I.T. Systems. (a) The Issuer Cash Manager represents and warrants that, as at the date hereof, in respect of the software which is to be used by the Issuer Cash Manager in providing the Issuer Cash Management Services, it has in place all necessary licences and/or consents from the respective licensor or licensors (if any) of such software.
(b) The Issuer Cash Manager undertakes that it shall, for the duration of this Agreement, use reasonable endeavours to:
(i) ensure that the licences and/or consents referred to in paragraph (a) above are maintained in full force and effect; and
(ii) except in so far as it would breach any of its other legal obligations, grant to any person to whom it may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Issuer and the Issuer Security Trustee elect as a substitute cash manager in accordance with the terms of this Agreement a licence to use any proprietary software together with any updates which may be made thereto from time to time.
(c) The Issuer Cash Manager shall use reasonable endeavours to maintain in working order the information technology systems used by the Issuer Cash Manager in providing the Issuer Cash Management Services.
(d) The Issuer Cash Manager shall pass to any person to whom it may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Issuer and the Issuer Security Trustee elect as a substitute cash manager in accordance with the terms of this Agreement the benefit of any warranties in relation to the software insofar as the same are capable of assignment.
Use of I.T. Systems. Executive acknowledges and agrees that all contents of the Company Group’s information technology resources and communications systems (collectively, “IT Systems”) are the property of the Company Group. Executive shall not transmit any Trade Secrets, Confidential Information or Work Product stored in the Company’s IT Systems to or via any unsecure source, including Executive’s personal e-mail accounts or electronic storage devices. Executive has no expectation of privacy whatsoever in any e-mail, file, data, document, facsimile, telephone conversation, public social media post, conversation or message, or any other kind or form of information or communication transmitted to, received or printed from, or stored or recorded on the Company Group’s IT Systems. Executive acknowledges and agrees that the Company Group has the right to monitor, intercept and review, without further notice, Executive’s activities using the Company Group’s IT Systems, including but not limited to e-mail (both outgoing and incoming), telephone conversations and voice mail recordings, instant messages and Internet and public social media postings and activities, and Executive consents to such monitoring.
Use of I.T. Systems. (a) The Servicer represents and warrants that at the date hereof in respect of the software which is used by the Servicer in providing the Services, it shall for the duration of this Agreement:
(i) ensure that it has in place all necessary licences and/or consents from the respective licensor or licensors (if any) of such software; and
(ii) except in so far as it would breach any other of its legal obligations, grant to any person to whom it may subcontract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Mortgages Trustee and the Beneficiaries elect as a substitute servicer in accordance with the terms of this Agreement a licence to use any proprietary software together with any updates which may be made thereto from time to time.
(b) The Servicer shall use reasonable endeavours to maintain in working order the information technology systems used by the Servicer in providing the Services.
(c) The Servicer shall pass to any person to whom it may subcontract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Mortgages Trustee and the Beneficiaries elect as a substitute servicer in accordance with the terms of this Agreement the benefit of any warranties in relation to the software insofar as the same are capable of assignment.
Use of I.T. Systems. 12.2.1 The Servicer covenants that at the date hereof in respect of the software which is used by the Servicer in providing the Services, it shall for the duration of this Agreement:
Use of I.T. Systems. (a) The Fifth Issuer Cash Manager represents and warrants that at the date hereof in respect of the software which is to be used by the Fifth Issuer Cash Manager in providing the Fifth Issuer Cash Management Services it has in place all necessary licences and/or consents from the respective licensor or licensors (if any) of such software.
(b) The Fifth Issuer Cash Manager undertakes that it shall for the duration of this Agreement, use reasonable endeavours to:
(i) ensure that the licences and/or consents referred to in PARAGRAPH (a) are maintained in full force and effect; and
(ii) except in so far as it would breach any other of its legal obligations, grant to any person to whom it may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Fifth Issuer and the Security Trustee elect as a substitute cash manager in accordance with the terms of this Agreement a licence to use any proprietary software together with any updates which may be made thereto from time to time.
Use of I.T. Systems. 19.3.1 The Administrator covenants that it does, at the date hereof in respect of the software which is used by it in providing the Services, and for the duration of this Agreement, it shall:
(a) ensure that it has in place all necessary licences and/or consents from the respective licensor or licensors (if any) of such software; and
(b) except in so far as it would breach any other of its legal obligations, grant to any person to whom it may subcontract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Issuer elects as a Successor Administrator in accordance with the terms of this Agreement a licence to use any proprietary software together with any updates which may be made thereto from time to time or use all reasonable endeavours to ensure that such subcontractor or delegate can access the Administrator's software and/or data files insofar as it is necessary for the subcontractor or delegate to carry out the relevant Services.
19.3.2 The Administrator shall use reasonable endeavours to maintain in working order the information technology systems used by the Administrator in providing the Services.
19.3.3 The Administrator shall pass to any person to whom it may subcontract or delegate the performance of all or any of its powers and obligations under this Agreement, and/or to such person as the Issuer elects as a Successor Administrator in accordance with the terms of this Agreement, the benefit of any warranties in relation to the software insofar as the same are capable of assignment.
Use of I.T. Systems. (a) The Second Issuer Cash Manager represents and warrants that at the date hereof in respect of the software which is to be used by the Second Issuer Cash Manager in providing the Second Issuer Cash Management Services it has in place all necessary licences and/or consents from the respective licensor or licensors (if any) of such software.
(b) The Second Issuer Cash Manager undertakes that it shall for the duration of this Agreement, use reasonable endeavours to:
(i) ensure that the licences and/or consents referred to in PARAGRAPH (a) are maintained in full force and effect; and
(ii) except in so far as it would breach any other of its legal obligations, grant to any person to whom it may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Second Issuer and the Security Trustee elect as a substitute cash manager in accordance with the terms of this Agreement a licence to use any proprietary software together with any updates which may be made thereto from time to time.
(c) The Second Issuer Cash Manager shall use reasonable endeavours to maintain in working order the information technology systems used by the Second Issuer Cash Manager in providing the Second Issuer Cash Management Services.
(d) The Second Issuer Cash Manager shall pass to any person to whom it may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement and/or to such person as the Second Issuer and the Security Trustee elect as a substitute cash manager in accordance with the terms of this Agreement the benefit of any warranties in relation to the software insofar as the same are capable of assignment.
