Seller Party Subsidiary definition
Examples of Seller Party Subsidiary in a sentence
No consent, approval, authorization or order of, registration or filing with, or notice to any Governmental Authority or court is required under applicable law in connection with the execution, delivery and performance by each Seller, Guarantor and each Seller Party Subsidiary of each Program Agreement.
Such Seller shall pay the Optional Prepayment and take (or cause its designee to take) physical possession of the Contributed REO Properties, Contributed Rental Properties or Contributed Mortgage Loans, as applicable, from a Seller Party Subsidiary or its designee (including the Custodian) at the related Seller’s expense on the related Optional Prepayment Date.
An officer of any Seller, Guarantor or a Seller Party Subsidiary shall admit its inability to, or its intention not to, perform any of the Obligations hereunder or Guarantor’s obligations hereunder or under the Guaranty.
Each Seller, Guarantor and each Seller Party Subsidiary shall preserve and maintain their legal existence and all of their material rights, privileges, licenses and franchises.
All Seller Party Subsidiary Owned Assets shall be deemed to be part of the Contributed Mortgage Loans, Contributed REO Property and Contributed Rental Property, as applicable, conveyed to the Seller Party Subsidiary.
From time to time, each Seller may request a release of a Contributed Asset from a Seller Party Subsidiary in conjunction with an Optional Prepayment.
Each Seller shall cause each Seller Party Subsidiary to keep in reasonable detail books and records of account of its assets and business and shall clearly reflect therein the transfer of Contributed REO Property, Contributed Rental Property and Contributed Mortgage Loans to such Seller Party Subsidiary.
The charges, accruals and reserves on the books of each Seller, Guarantor, each Seller Party Subsidiary and its Subsidiaries in respect of Taxes and other governmental charges are, in the opinion of each Seller or Guarantor and each Seller Party Subsidiary, as applicable, adequate.
From time to time, each Seller may request Purchase Price Increases for the Transaction involving the Purchased Certificates in conjunction with the transfer of an Eligible REO Property, an Eligible Mortgage Loan or an Eligible Rental Property to a Seller Party Subsidiary as a result of the increase in Asset Value of the Purchased Certificates.
In addition, Buyer shall have the right to immediately sell the Purchased Assets, cause any Seller Party Subsidiary to sell the Contributed REO Properties, Contributed Mortgage Loans, Contributed Rental Properties and liquidate all Repurchase Assets.