Transfer of Custodial Files Upon Termination Sample Clauses

Transfer of Custodial Files Upon Termination. Upon written request of the Trustee, the Custodian shall release to such Persons as the Trustee shall designate the Custodial Files relating to such Mortgage Loans as the Trustee shall request.
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Transfer of Custodial Files Upon Termination. If the Custodian is furnished written evidence from the Trustee or the Master Servicer that the Servicing Agreement has been terminated as to any or all of the Mortgage Loans, upon written request of the Trustee or the Master Servicer, as applicable, and, if requested by the Custodian, receipt of proof satisfactory to the Custodian of the ownership of the Mortgage Loans, the Custodian shall release to such persons as the Purchaser shall designate the Custodial Files relating to such Mortgage Loans, and shall assign the Mortgages and endorse the Mortgage Notes as the Purchaser shall request at the Trust's expense.
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Transfer of Custodial Files Upon Termination. If the Custodian is notified by the Owner that the Servicing Agreement has been terminated as to any or all of the Mortgage Loans, upon written request of the Owner, the Custodian shall release to such Persons as the Owner shall designate the Custodial Files relating to such Mortgage Loans as the Owner shall request, and shall assign the Mortgages and endorse the Mortgage Notes in its possession as the Owner shall request.
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Transfer of Custodial Files Upon Termination. If the Custodian is notified by the Purchaser in writing that the Agreement has been terminated as to any or all of the Mortgage Loans, upon written request of the Purchaser, the Custodian shall release to such Persons as the Purchaser shall designate the Custodial Files relating to such Mortgage Loans as the Purchaser shall request, and shall assign the Mortgages and endorse the Mortgage Notes in its possession as the Purchaser shall request. EXAMINATION OF CUSTODIAL FILES. Upon reasonable prior notice to the Custodian, the Purchaser and its agents, accountants, attorneys, auditors and prospective purchasers will be permitted during normal business hours to examine the Custodial Files at its office, documents, records and other papers in the possession of or under the control of the Custodian relating to any or all of the Mortgage Loans.
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Transfer of Custodial Files Upon Termination. Section 15.
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Transfer of Custodial Files Upon Termination. If the Custodian is notified by the Indenture Trustee or the Trust Administrator that the Transfer and Servicing Agreement has been terminated, upon written request of the Indenture Trustee or the Trust Administrator, as applicable, the Custodian shall release to such Persons as the Indenture Trustee or the Trust Administrator, as applicable, shall designate the Custodial Files relating to such Mortgage Loans as shall have been requested.
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Transfer of Custodial Files Upon Termination. Upon receipt by the Custodian of written notice from the Purchaser, at the cost and expense of the Purchaser, the Custodian shall release to such persons as the Purchaser shall designate the Custodial Files relating to such Mortgage Loans as the Purchaser shall request, and shall assign the Mortgages and endorse the Mortgage Notes as the Purchaser shall request. In the event the Purchaser sells all or a portion of the Mortgage Loans to a purchaser (the "Transferee"), the Purchaser shall give the Custodian ---------- one (1) Business Day notice prior to the sale of any or all of the Mortgage Loans (the "Sold Mortgage Loans"). Such notice of sale (the "Notice of Sale") ------------------- -------------- shall be in the form attached hereto as Exhibit 7 and a Mortgage Loan Schedule --------- with respect to the Mortgage Loans being sold shall also be delivered to the Custodian on a computer readable magnetic disk. If requested by the Purchaser, and upon receipt of the original or a facsimile copy of the Trust Receipt and a Final Certification (if a Final Certification has previously been issued) which has been clearly marked "CANCELLED" and signed by an authorized officer of the Purchaser (and in the case of a facsimile, the original cancelled Trust Receipt and a Final Certification (if a Final Certification has previously been issued shall be sent to the Custodian via overnight delivery), the Custodian shall deliver to the Purchaser a certification in the form of the Trust Receipt and a certification in the form of a Final Certification (if a Final Certification has previously been issued) with respect to the remaining Mortgage Loans governed hereunder. The Custodian shall hold the related Mortgage Loan Documents of the Sold Mortgage Loans, for the benefit of the Transferee until the Purchaser or the Transferee gives the Custodian written instructions for the delivery (at the cost and expense of such Transferee) of the related Mortgage Loan Documents to the Transferee or a designee of the Transferee. If requested by the Purchaser, with respect to the Sold Mortgage Loans, the Custodian shall deliver to the Transferee an original copy of a Trust Receipt and if a Final Certification has been issued with respect to the Sold Mortgage Loans, a Final Certification for the benefit of the Transferee for the period of time the Custodian holds the Sold Mortgage Loans for the Transferee. Simultaneously with the delivery of the related Mortgage Loan Documents to the Tran...
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Transfer of Custodial Files Upon Termination. If the Custodian is furnished written evidence from the Trust that the PSA has been terminated as to any or all of the Mortgage Loans, upon written request of the Purchaser and, if requested by the Custodian, receipt of proof satisfactory to the Custodian of the ownership of the Mortgage Loans, the Custodian shall release to such persons as the Trustee shall designate the Custodial Files relating to such Mortgage Loans as the Trustee shall request, and shall assign the Mortgages and endorse the Mortgage Notes as the Trustee shall request at the Trust's expense.
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Related to Transfer of Custodial Files Upon Termination

  • Notification of Servicer Termination Upon any termination of, or appointment of a successor to, the Servicer pursuant to this Article, the Owner Trustee shall give prompt written notice thereof to Certificateholders, and the Indenture Trustee shall give prompt written notice thereof to Noteholders and the Administrator (who shall make such notice available to each Rating Agency pursuant to Section 1.02(c) of the Administration Agreement).

  • Termination of Sub-Servicing Agreements For so long as the Trust or any Other Securitization Trust is subject to the reporting requirements of the Exchange Act, each of the Master Servicer, the Special Servicer, the Custodian, the Certificate Administrator and the Trustee, as applicable, shall (i) cause each Sub-Servicing Agreement (with respect to the Master Servicer or the Special Servicer) or sub-servicing agreement (with respect to any other Servicer) to which it is a party to entitle the Depositor to terminate such agreement (without compensation, termination fee or the consent of any other Person) at any time following any failure of the applicable Sub-Servicer or sub-servicer, as applicable, to deliver any Exchange Act reporting items that such Sub-Servicer or sub-servicer, as applicable, is required to deliver under Regulation AB or as otherwise contemplated by this Article X and (ii) promptly notify the Depositor following any failure of the applicable Sub-Servicer or sub-servicer, as applicable, to deliver any Exchange Act reporting items that such Sub-Servicer or sub-servicer, as applicable, is required to deliver under Regulation AB or as otherwise contemplated by this Article X. The Depositor is hereby authorized to exercise the rights described in clause (i) of the preceding sentence in its sole discretion. The rights of the Depositor to terminate a Sub-Servicing Agreement (with respect to the Master Servicer or the Special Servicer) or sub-servicing agreement (with respect to any other Servicer) as aforesaid shall not limit any right Master Servicer, the Special Servicer, the Custodian, the Certificate Administrator or the Trustee, as applicable, may have to terminate such Sub-Servicing Agreement or sub-servicing agreement, as applicable.

  • Deliveries Upon Termination Upon termination of this Agreement, ALPS agrees to cooperate in the orderly transfer of distribution duties and shall deliver to the Fund or as otherwise directed by the Fund (at the expense of the Fund) all records and other documents made or accumulated in the performance of its duties for the Fund hereunder. In the event ALPS gives notice of termination under this Agreement, it will continue to provide the services contemplated hereunder after such termination at the contractual rate for up to 120 days, provided that the Fund uses all reasonable commercial efforts to appoint such replacement on a timely basis.

  • Termination of a Subcustodian The Custodian may, at any time in its discretion upon notification to the appropriate Fund(s), terminate any Subcustodian of such Fund(s) in accordance with the termination provisions under the applicable subcustodian agreement, and upon the receipt of Special Instructions, the Custodian will terminate any Subcustodian in accordance with the termination provisions under the applicable subcustodian agreement.

  • Actions Upon Termination Upon the termination of this Agreement, Issuer shall remove all references to any ODB Name, Branding and Content from the Issuer Site or Issuer Content and terminate all links on the Issuer Site to any ODB Site. ODB shall remove all references to Issuer Name, Branding and Content and terminate all links on the ODB Site to any Issuer Site. Each Party shall promptly return all Confidential Information, documents, manuals and other materials stored in any form or media (including but not limited to electronic copies) belonging to the other Party, except as may be otherwise provided in this Agreement or required by Law.

  • Purchase by Servicer upon Breach The Depositor, the Servicer or the Administrator (on behalf of the Trust), as the case may be, shall inform the other parties to this Agreement, the Seller and the Indenture Trustee promptly, in writing, upon the discovery of any breach of Sections 3.2, 3.5 or 3.6. If such breach shall not have been cured by the close of business on the last day of the Collection Period which includes the 60th day after the date on which the Servicer becomes aware of, or receives written notice from the Depositor or the Administrator (on behalf of the Trust) of, such breach, and such breach materially and adversely affects the interest of the Trust in a Receivable, the Servicer shall purchase such Receivable from the Trust on the Distribution Date following such Collection Period; provided, however, that with respect to a breach of Section 3.2, the Servicer shall purchase the affected Receivable from the Trust at the end of the Collection Period in which such breach occurs. Any such breach or failure will be deemed not to have a material and adverse effect if such breach or failure has not affected the ability of the Issuer to receive and retain payment in full on such Receivable. In consideration of the purchase of a Receivable hereunder, the Servicer shall remit the Purchase Amount of such Receivable in the manner specified in Section 4.5. The sole remedy of the Trust, the Administrator, the Owner Trustee, the Indenture Trustee, the Noteholders and the Certificateholders with respect to a breach of Sections 3.2, 3.5 or 3.6 shall be to require the Servicer to purchase Receivables pursuant to this Section 3.7. None of the Administrator, the Owner Trustee or the Indenture Trustee shall have any duty to conduct an affirmative investigation as to the occurrence of any condition requiring the purchase of any Receivable pursuant to this Section 3.7.

  • Delivery upon Termination Upon termination of Manager's employment with the Company for any reason, Manager shall promptly deliver to the Company all correspondence, files, manuals, letters, notes, notebooks, reports, programs, plans, proposals, financial documents, and any other documents or data concerning the Company's or any affiliate’s customers, database, business plan, marketing strategies, processes or other materials which contain Confidential Information, together with all other property of the Company or any affiliate in Manager's possession, custody or control. ARTICLE SIX

  • DELIVERY OF DOCUMENTS UPON TERMINATION The Executive shall deliver to the Company or its designee at the Executive’s Termination of Employment all correspondence, memoranda, notes, records, drawings, sketches, plans, customer lists, product compositions, and other documents and all copies thereof, made, composed or received by the Executive, solely or jointly with others, that are in the Executive’s possession, custody, or control at such Termination of Employment and that are related in any manner to the past, present, or anticipated business of the Company and its Subsidiaries.

  • Procedure Upon Termination of Trust Fund (a) Notice of any termination pursuant to the provisions of Section 7.01, specifying the Distribution Date upon which the final distribution shall be made, shall be given promptly by the Trustee by first class mail to Certificateholders mailed upon (x) the sale of all of the property of the Trust Fund by the Trustee pursuant to Section 7.01(b) or (y) upon the final payment or other liquidation of the last Mortgage Loan or REO Property in the Trust Fund. Such notice shall specify (A) the Distribution Date upon which final distribution on the Certificates of all amounts required to be distributed to Certificateholders pursuant to Section 5.02 will be made upon presentation and surrender of the Certificates at the Corporate Trust Office, and (B) that the Record Date otherwise applicable to such Distribution Date is not applicable, distribution being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee therein specified. The Trustee shall give such notice to the Master Servicer and the Certificate Registrar at the time such notice is given to Holders of the Certificates. Upon any such termination, the duties of the Certificate Registrar with respect to the Certificates shall terminate and the Trustee shall terminate or request the Master Servicer to terminate, the Collection Account it maintains, the Certificate Account and any other account or fund maintained with respect to the Certificates, subject to the Trustee’s obligation hereunder to hold all amounts payable to Certificateholders in trust without interest pending such payment.

  • Assumption or Termination of Subservicing Agreements by Trustee (a) If the Master Servicer shall for any reason no longer be the master servicer (including by reason of an Event of Default), the Trustee, its designee or its successor shall thereupon assume all of the rights and obligations of the Master Servicer under each Subservicing Agreement that may have been entered into. The Trustee, its designee or the successor servicer for the Trustee shall be deemed to have assumed all of the Master Servicer's interest therein and to have replaced the Master Servicer as a party to the Subservicing Agreement to the same extent as if the Subservicing Agreement had been assigned to the assuming party except that the Master Servicer shall not thereby be relieved of any liability or obligations under the Subservicing Agreement.

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