Common use of Company Not to Resign Clause in Contracts

Company Not to Resign. The Company shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Company and the Purchaser or upon the determination that its servicing duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Company in which event the Company may resign as interim servicer. Any such determination permitting the resignation of the Company as interim servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser which Opinion of Counsel shall be in form and substance reasonably acceptable to the Purchaser. No such resignation shall become effective until a successor shall have assumed the Company's responsibilities and obligations hereunder in the manner provided in Section 15.

Appears in 5 contracts

Samples: Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-3), Servicing Agreement (GSAA Home Equity Trust 2006-19), Pooling and Servicing Agreement (Gsaa Home Equity Trust 2004-5)

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Company Not to Resign. The Company shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Company and the Purchaser Holder, which consent shall not be unreasonably withheld or upon the determination that its servicing duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Company in which event the Company may resign as interim servicerCompany. Any such determination permitting the resignation of the Company as interim servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser Holder which Opinion of Counsel shall be in form and substance reasonably acceptable to the PurchaserHolder. No such resignation shall become effective until a successor shall have assumed the Company's responsibilities and obligations hereunder in the manner provided in Section 1512.01.

Appears in 2 contracts

Samples: Custody Agreement (Starnet Financial Inc), Custody Agreement (Austin Funding Com Corp)

Company Not to Resign. The Company shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Company and the Purchaser or upon the determination that its servicing duties hereunder are no longer permissible under applicable law and such incapacity cannot be commercially reasonably cured by the Company in which event the Company may resign as interim servicerCompany. Any such determination permitting the resignation of the Company as interim servicer shall be evidenced by an Opinion of Counsel (rendered at Company’s expense) to such effect delivered to the Purchaser which Opinion of Counsel shall be in form and substance reasonably acceptable to the Purchaser. No such resignation shall become effective until a successor shall have assumed the Company's ’s responsibilities and obligations hereunder in the manner provided in Section 159.01.

Appears in 2 contracts

Samples: Ubs Real (MASTR Asset Securitization Trust 2006-2), Ubs Real (MASTR Alternative Loan Trust 2006-3)

Company Not to Resign. The Company shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Company and the Purchaser or upon the determination that its servicing duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Company in which event the Company may resign as interim sub-servicer. Any such determination permitting the resignation of the Company as interim sub-servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser which Opinion of Counsel shall be in form and substance reasonably acceptable to the Purchaser. No such resignation shall become effective until a successor shall have assumed the Company's responsibilities and obligations hereunder in the manner provided in Section 1530.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Life Financial Corp)

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Company Not to Resign. The Company shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Company and the Purchaser or upon the determination that its servicing duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Company in which event the Company may resign as interim servicerCompany. Any such determination permitting the resignation of the Company as interim servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser which Opinion of Counsel shall be in form and substance reasonably acceptable to the Purchaser. No such resignation shall become effective until a successor shall have assumed the Company's responsibilities and obligations hereunder in the manner provided in Section 1512.01.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Structured Asset Mortgage Investments Inc)

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