Information to Be Provided by the Seller Sample Clauses

Information to Be Provided by the Seller. In connection with any Securitization Transaction the Seller shall (i) within five Business Days following request by the Purchaser or any Depositor, provide to the Purchaser and such Depositor (or, as applicable, cause each Third-Party Originator to provide), in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor, the information and materials specified in paragraphs (a) and (b) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Seller, provide to the Purchaser and any Depositor (in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor) the information specified in paragraph (d) of this Section.
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Information to Be Provided by the Seller. In connection with any Securitization Transaction where the Seller is an originator of the related Mortgage Loans, the Seller shall (i) use its best efforts to provide within five (5) Business Days following request by the Purchaser or any Depositor, but in no event later than ten (10) Business Days following such request, to the Purchaser and such Depositor (or, as applicable, request that each Third-Party Originator and each Subservicer provide), in form and substance which is compliant with the requirements of Regulation AB, the information and materials specified in paragraphs (a), (b), (c), (f) and (g) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Seller, provide to the Purchaser and any Depositor (in form and substance which is compliant with the requirements of Regulation AB) the information specified in paragraph (d) of this Section; provided, the parties hereto agree to negotiate in good faith from time to time in order to determine the disclosures, deliveries or notifications to be provided pursuant to paragraphs (a), (b), (c), (d), (f) and (g).
Sample 1Sample 2Sample 3See All (17)
Information to Be Provided by the Seller. As an ---------------------------------------- inducement to the Purchaser to purchase the Mortgage Loans to be included in any Mortgage Loan Package, the Seller agrees to cooperate and use its best efforts to (i) take such actions as are reasonably required by the Initial Purchaser in connection with each Whole Loan Transfer and Pass-Through Transfer by the Initial Purchaser and (ii) assist in the preparation by the Initial Purchaser of any related prospectus, private placement memorandum or other document containing information with respect to the Seller or one or more of such Mortgage Loans (each such document, an "Offering Circular"), including any document used in connection with the sale of a Mortgage Loan as part of any Whole Loan Transfer by the Initial Purchaser and any document pursuant to which the Certificates that are issued as part of any Pass-Through Transfer by the Initial Purchaser will be offered to investors. The Seller agrees to provide the Initial Purchaser with any and all information and appropriate verification of information, whether through letters of its auditors and counsel or otherwise, and shall provide to the Initial Purchaser such additional representations, warranties, covenants, opinions of counsel, including, without limitation, true sale and perfection opinions of counsel, letters from auditors, and certificates of public officials or officers of the Seller as may reasonably be believed to be necessary by the Initial Purchaser and reasonably acceptable to the Initial Purchaser in order to effect (i) the issuance of the Certificates related to any Pass-Through Transfer by the Initial Purchaser, the class of senior Certificates of which shall bear a rating no lower than in the highest rating category of one or more nationally recognized statistical rating agencies, or (ii) any Whole Loan Transfer by the Initial Purchaser. Without limiting the generality of the Seller's agreements in the foregoing sentence, such additional representations and warranties shall be made as of the "cut-off date", as such term is defined in the agreement or agreements pursuant to which the Mortgage Loans related to any Whole Loan Transfer or Pass-Through Transfer by the Initial Purchaser are transferred, except for those representations and warranties which shall be made as of the closing date relating to any Whole Loan Transfer or Pass-Through Transfer by the Initial Purchaser or as of any other date between such "cut-off date" and such closing...
Sample 1

Related to Information to Be Provided by the Seller

  • Information to be Provided by the Servicer (a) At the request of the Administrator, acting on behalf of the Issuer, for the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of asset-backed securities, the Servicer shall (or shall cause each Subservicer to) (i) notify the Issuer and the Administrator in writing of any material litigation or governmental proceedings pending against the Servicer or any Subservicer and (ii) provide to the Issuer and the Administrator a description of such proceedings.

  • Information to Be Provided by the Company In connection with any Securitization Transaction, the Company shall use its best efforts to (i) within five (5) Business Days, but in no event later than ten (10) Business Days, following written request by the Purchaser or any Depositor, provide to the Purchaser and such Depositor (or, as applicable, cause each Third-Party Originator to provide), in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor, the information and materials specified in paragraphs (a), (b), (c) and (f) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Company, provide to the Purchaser and any Depositor (in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor) the information specified in paragraph (d) of this Section.

  • Information to be Provided by the Trustee For so long as the Depositor is required to report under Regulation AB and the Exchange Act, the Trustee shall, as promptly as practicable, but in any case no later than each Payment Date, notify the Depositor, in writing, of: (i) the commencement of or, if applicable, the termination of, any and all legal proceedings pending against the Trustee or any and all proceedings of which any property of the Trustee is the subject, that is material to the Noteholders; and (ii) the commencement of or, if applicable, the termination of, any and all such proceedings known to be contemplated by governmental authorities against the Trustee or any and all proceedings of which any property of the Trustee is the subject, that is material to the Noteholders. The Trustee shall also notify the Depositor, in writing, as promptly as practicable, but in any case no later than each Payment Date, following notice to or discovery by a Responsible Officer of the Trustee of any material changes to proceedings described in the preceding sentence. In addition, the Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Trustee describing such proceedings required to be disclosed under Regulation AB, including Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. For so long as the Notes are outstanding and the Depositor is required to report under Regulation AB and the Exchange Act, the Trustee shall (i) on or before the fifth Business Day of each January, April, July and October provide to the Depositor, in writing, such information regarding or relating to the Trustee as is required for the purpose of compliance by the Depositor with Regulation AB, including Items 1109(a), 1109(b), 1119(a) and 1119(b) of Regulation AB; and (ii) as promptly as practicable following notice to or discovery by a Responsible Officer of the Trustee of any changes to such information (but in any case no later than the next March 15 following such change), provide to the Depositor, in writing, such updated information. Such information shall include, at a minimum:

  • Information to Be Provided by the Owner Trustee The Owner Trustee shall provide the Seller and Santander Consumer with (i) notification, as soon as practicable and in any event within five Business Days, of all demands communicated to a Responsible Officer of the Owner Trustee for the repurchase or replacement of any Receivable pursuant to Section 3.4 of the Purchase Agreement and (ii) promptly upon reasonable request by the Seller or Santander Consumer, any other information reasonably requested by such Person to facilitate compliance by such Persons with Rule 15Ga-1 under the Exchange Act, and Items 1104(e) and 1121(c) of Regulation AB. In no event shall the Owner Trustee be deemed to be a “securitizer” as defined in Section 15G(a) of the Exchange Act with respect to the transactions contemplated by the Transaction Documents, nor shall it have any responsibility for making any filing to be made by a securitizer under the Exchange Act or Regulation AB with respect to the transactions contemplated by the Transaction Documents.

  • Information to be Provided The Fund shall provide to Service Provider a copy of the current prospectus and SAI. The Fund shall provide Service Provider with written copies of any amendments to, or changes in such documents promptly after such amendments or changes become available.

  • Information to Be Provided by the Indenture Trustee (a) Each of the Servicer and the Indenture Trustee shall (i) on or before the fifth Business Day of each month, notify the Seller, in writing, of any Form 10-D Disclosure Item with respect to such Person (or in the case of the Indenture Trustee, any Form 10-D Disclosure Item of which a Responsible Officer of the Indenture Trustee has knowledge) together with a description of any such Form 10-D Disclosure Item in form and substance reasonably satisfactory to the Seller; provided, however, that the Indenture Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Indenture Trustee to Seller, and (ii) as promptly as practicable following notice to or actual knowledge by a Responsible Officer of the Indenture Trustee of any changes to such information, provide to the Seller, in writing, such updated information.

  • INFORMATION TO BE FURNISHED BY THE TRUST The Trust has furnished to Ultimus the following:

  • Information to be Supplied (a) The information to be supplied by HNWC expressly for inclusion or incorporation by reference in the Proxy Statement/Prospectus will (i) in the case of the Registration Statement, at the time it becomes effective, not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading and (ii) in the case of the remainder of the Proxy Statement/Prospectus, at the time of the mailing thereof, and at the time of the Special Meeting, not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. The Proxy Statement/Prospectus will comply (with respect to information relating to HNWC) as to form in all material respects with the provisions of the Securities Act and the Exchange Act.

  • Obligations of and Services to be Provided by the Sub-Advisor The Sub-Advisor will:

  • Indemnification by the Seller The Company may require, as a condition to including any Registrable Securities in any registration statement filed in accordance with Section 4 herein, that the Company shall have received an undertaking reasonably satisfactory to it from the prospective seller of such Registrable Securities or any underwriter to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5(a)) the Company and all other prospective sellers with respect to any untrue statement or alleged untrue statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus contained therein, or any amendment or supplement, if such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Company through an instrument duly executed by such seller or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminary, final or summary prospectus or amendment or supplement, or a document incorporated by reference into any of the foregoing. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any of the prospective sellers, or any of their respective affiliates, directors, officers or controlling Persons and shall survive the transfer of such securities by such seller. In no event shall the liability of any selling Holder of Registrable Securities hereunder be greater in amount than the dollar amount of the proceeds received by such Holder upon the sale of the Registrable Securities giving rise to such indemnification obligation.