Common use of Additional Remittance Clause in Contracts

Additional Remittance. From the applicable Reconstituted Servicing Fee, the Servicer shall retain an amount equal to the Servicing Fee and shall remit the Additional Remittance to the Owner on the Additional Remittance Date. In connection therewith, the Owner and the Servicer shall agree upon a mutually acceptable monthly report to be sent to the Owner or its assigns thereof on or prior to the related Additional Remittance Date. The right to receive the Additional Remittance shall be freely transferable by the Owner and shall be secured by a collateral pledge of the servicing rights associated with the Mortgage Loans being reconstituted. On each Reconstitution Date, the Owner and the Servicer hereby agree to execute a Collateral Pledge and Security Agreement in form and substance reasonably acceptable to both the Owner and the Servicer and such other agreements and UCC-1's as shall reasonably be required to perfect the Owner's security interest with respect to the servicing rights related to the Mortgage Loans being reconstituted. With respect to the Mortgage Loans subject to one or more Agency Transfers, Whole Loan Transfers or Pass-Through Transfers, in the event that any party to the Reconstitution Agreement other than the Owner disapproves or terminates the Servicer and selects another servicer to replace the Servicer, then from and after the date of substitution, neither the Servicer nor any successor servicer hereunder shall be under any obligation to remit to the Owner or its assigns any Additional Remittance accruing after the date of substitution. Notwithstanding the foregoing, in the event that the Servicer is terminated without cause under any Reconstitution Agreement, the Owner shall be entitled to receive the sum of all fees, amounts or compensation received by the Servicer under the applicable Reconstitution Agreement in connection with a termination without cause. Additionally, in the event that the Servicer is terminated as a consequence of a breach under any applicable Reconstitution Agreement, the Servicer shall be liable to the Owner for any actual and consequential damages which the Owner may sustain as a consequence of any such termination; provided, however, that the Servicer shall not be obligated to pay such damages to the Owner if the Servicer's termination is directly related to the quality or suitability of the Mortgage Loans subject to any Reconstitution Agreement. In the event that the Servicer judicially contests any termination under a Reconstitution Agreement as a wrongful termination thereunder, the Servicer shall not be obligated to pay damages to the Owner until such time as a judicial determination on such claim is made, provided that the Servicer shall diligently pursue such claim. In the event that the Servicer continues to receive its Servicing Fee under a Reconstitution Agreement during the time in which it is contesting a termination as wrongful, the Servicer shall continue to be obligated to pay the Additional Remittance to the Owner. Notwithstanding the fact that the Servicer's obligation to pay damages if it contests a termination under a Reconstitution Agreement as wrongful shall be delayed until a judicial determination is made, such damages will nevertheless accrue as of the date of termination.

Additional Remittance. From the applicable Reconstituted Servicing Fee, the Servicer shall retain an amount equal to the Servicing Fee and shall remit the Additional Remittance to the Owner on the Additional Remittance Date. In connection therewith, the Owner and the Servicer shall agree upon a mutually acceptable monthly report to be sent to the Owner or its assigns thereof on or prior to the related Additional Remittance Date. The right to receive the Additional Remittance shall be freely transferable by the Owner and shall be secured by a collateral pledge of the servicing rights associated with the Mortgage Loans being reconstituted. On each Reconstitution Date, the Owner and the Servicer hereby agree to execute a Collateral Pledge and Security Agreement in form and substance reasonably acceptable to both the Owner and the Servicer and such other agreements and UCC-1's ’s as shall reasonably be required to perfect the Owner's ’s security interest with respect to the servicing rights related to the Mortgage Loans being reconstituted. With respect to the Mortgage Loans subject to one or more Agency Transfers, Whole Loan Transfers or Pass-Through Transfers, in the event that any party to the Reconstitution Agreement other than the Owner disapproves or terminates the Servicer and selects another servicer to replace the Servicer, then from and after the date of substitution, neither the Servicer nor any successor servicer hereunder shall be under any obligation to remit to the Owner or its assigns any Additional Remittance accruing after the date of substitution. Notwithstanding the foregoing, in the event that the Servicer is terminated without cause under any Reconstitution Agreement, the Owner shall be entitled to receive the sum of all fees, amounts or compensation received by the Servicer under the applicable Reconstitution Agreement in connection with a termination without cause. Additionally, in the event that the Servicer is terminated as a consequence of a breach under any applicable Reconstitution Agreement, the Servicer shall be liable to the Owner for any actual and consequential damages which the Owner may sustain as a consequence of any such termination; provided, however, that the Servicer shall not be obligated to pay such damages to the Owner if the Servicer's ’s termination is directly related to the quality or suitability of the Mortgage Loans subject to any Reconstitution Agreement. In the event that the Servicer judicially contests any termination under a Reconstitution Agreement as a wrongful termination thereunder, the Servicer shall not be obligated to pay damages to the Owner until such time as a judicial determination on such claim is made, provided that the Servicer shall diligently pursue such claim. In the event that the Servicer continues to receive its Servicing Fee under a Reconstitution Agreement during the time in which it is contesting a termination as wrongful, the Servicer shall continue to be obligated to pay the Additional Remittance to the Owner. Notwithstanding the fact that the Servicer's ’s obligation to pay damages if it contests a termination under a Reconstitution Agreement as wrongful shall be delayed until a judicial determination is made, such damages will nevertheless accrue as of the date of termination.