Common use of MERGER OR CONSOLIDATION OF OR ASSUMPTION OF THE OBLIGATIONS OF THE MASTER SERVICER Clause in Contracts

MERGER OR CONSOLIDATION OF OR ASSUMPTION OF THE OBLIGATIONS OF THE MASTER SERVICER. Any corporation into which the Master Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Master Servicer shall be a party, or any corporation succeeding to the business of the Master Servicer, shall be the successor of the Master Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the successor or surviving Person to the Master Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Fxxxxx Mxx or Fxxxxxx Mac. The Master Servicer may assign its rights and delegate its duties and obligations under this Master Servicing Agreement; provided, that the Person accepting such assignment or delegation shall be a Person which is qualified to service mortgage loans on behalf of Fxxxxx Mae or Fxxxxxx Mac, shall have a net worth of not less than $10,000,000, is reasonably satisfactory to the Indenture Trustee (as pledgee of the Mortgage Loans) and the Depositor, is willing to service the Mortgage Loans and executes and delivers to the Indenture Trustee and the Depositor an agreement, in form and substance reasonably satisfactory to the Indenture Trustee and the Depositor, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer under this Master Servicing Agreement; provided, further, that each Rating Agency’s rating of the applicable Notes in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency addressed and delivered to the Indenture Trustee) or considered to be below investment grade.

MERGER OR CONSOLIDATION OF OR ASSUMPTION OF THE OBLIGATIONS OF THE MASTER SERVICER. Any corporation into which the Master Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Master Servicer shall be a party, or any corporation succeeding to the business of the Master Servicer, shall be the successor of the Master Servicer Servicer, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; providedPROVIDED, howeverHOWEVER, that the successor or surviving Person to the Master Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Fxxxxx Mxx Fannie Mae or Fxxxxxx Freddie Mac. The Master Servicer Xxx Xxxter Xxxxxxxr may assign its rights and delegate its duties and obligations under this Master Servicing Agreement; providedPROVIDED, that the Person accepting such assignment or delegation shall be a Person which is qualified to service mortgage loans on behalf of Fxxxxx Fannie Mae or Fxxxxxx Freddie Mac, shall have a net worth of not less than $10,000,000, is reasonably satisfactory to reasxxxxxx satisfaxxxxx xo the Indenture Trustee (as pledgee of the Mortgage Loans) and the DepositorCompany (in its sole discretion) and the Bond Insurer, is willing to service the Mortgage Loans and executes and delivers to the Indenture Trustee and the Depositor Company an agreement, in form and substance reasonably satisfactory to the Bond Insurer, the Indenture Trustee and the DepositorCompany, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer under this Master Servicing Agreement; providedPROVIDED, furtherFURTHER, that each Rating Agency’s 's rating of the applicable Notes Class A Bonds without regard to the Bond Insurance Policy or the Class B Bonds in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency addressed and delivered to the Indenture TrusteeAgency) or considered to be below investment grade.

MERGER OR CONSOLIDATION OF OR ASSUMPTION OF THE OBLIGATIONS OF THE MASTER SERVICER. Any corporation into which the Master Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Master Servicer shall be a party, or any corporation succeeding to the business of the Master Servicer, shall be the successor of the Master Servicer Servicer, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; providedPROVIDED, howeverHOWEVER, that the successor or surviving Person to the Master Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Fxxxxx Mxx Fannie Mae or Fxxxxxx Freddie Mac. The Master Servicer Xxx Mxxxer Sxxxxxxx may assign its rights and delegate its duties and obligations under this Master Servicing Agreement; providedPROVIDED, that the Person accepting such assignment or delegation shall be a Person which is qualified to service mortgage loans on behalf of Fxxxxx Fannie Mae or Fxxxxxx Freddie Mac, shall have a net worth of not less than $10,000,000, is reasonably satisfactory to reasoxxxxx satisfacxxxx xx the Indenture Trustee (as pledgee of the Mortgage Loans) and the DepositorCompany (in its sole discretion) and the Bond Insurer, is willing to service the Mortgage Loans and executes and delivers to the Indenture Trustee and the Depositor Company an agreement, in form and substance reasonably satisfactory to the Bond Insurer, the Indenture Trustee and the DepositorCompany, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer under this Master Servicing Agreement; providedPROVIDED, furtherFURTHER, that each Rating Agency’s 's rating of the applicable Notes Class A Bonds without regard to the Bond Insurance Policy or the Class B Bonds in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency addressed and delivered to the Indenture TrusteeAgency) or considered to be below investment grade.

MERGER OR CONSOLIDATION OF OR ASSUMPTION OF THE OBLIGATIONS OF THE MASTER SERVICER. Any corporation into which the Master Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Master Servicer shall be a party, or any corporation succeeding to the business of the Master Servicer, shall be the successor of the Master Servicer Servicer, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; providedPROVIDED, howeverHOWEVER, that the successor or surviving Person to the Master Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Fxxxxx Mxx Xxxxxx Xxx or Fxxxxxx Xxxxxxx Mac. The Master Servicer may assign its rights and delegate its duties and obligations under this Master Servicing Agreement; providedPROVIDED, that the Person accepting such assignment or delegation shall be a Person which is qualified to service mortgage loans on behalf of Fxxxxx Xxxxxx Mae or Fxxxxxx Xxxxxxx Mac, shall have a net worth of not less than $10,000,000, is reasonably satisfactory to the Indenture Trustee (as pledgee of the Mortgage Loans) and the DepositorCompany (in its sole discretion) and the Bond Insurer, is willing to service the Mortgage Loans and executes and delivers to the Indenture Trustee and the Depositor Company an agreement, in form and substance reasonably satisfactory to the Bond Insurer, the Indenture Trustee and the DepositorCompany, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer under this Master Servicing Agreement; providedPROVIDED, furtherFURTHER, that each Rating Agency’s 's rating of the applicable Notes Class A Bonds without regard to the Bond Insurance Policy or the Class B Bonds in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency addressed and delivered to the Indenture TrusteeAgency) or considered to be below investment grade.

MERGER OR CONSOLIDATION OF OR ASSUMPTION OF THE OBLIGATIONS OF THE MASTER SERVICER. Any corporation into which the Master Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Master Servicer shall be a party, or any corporation succeeding to the business of the Master Servicer, shall be the successor of the Master Servicer Servicer, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; providedPROVIDED, howeverHOWEVER, that the successor or surviving Person to the Master Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Fxxxxx Mxx Fannie Mae or Fxxxxxx Freddie Mac. The Master Servicer Xxx Xxxter Xxxxxxxr may assign its rights and delegate its duties and obligations under this Master Servicing Agreement; providedPROVIDED, that the Person accepting such assignment or delegation shall be a Person which is qualified to service mortgage loans on behalf of Fxxxxx Fannie Mae or Fxxxxxx Freddie Mac, shall have a net worth of not less than $10,000,000, is reasonably satisfactory to reasxxxxxx satisfaxxxxx xo the Indenture Trustee (as pledgee of the Mortgage Loans) and the DepositorCompany (in its sole discretion) and the Bond Insurer, is willing to service the Mortgage Loans and executes and delivers to the Indenture Trustee and the Depositor Company an agreement, in form and substance reasonably satisfactory to the Bond Insurer, the Indenture Trustee and the DepositorCompany, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer under this Master Servicing Agreement; providedPROVIDED, furtherFURTHER, that each Rating Agency’s 's rating of the applicable Notes Class A Bonds without regard to the Bond Insurance Policy or the Class M Bonds and Class B Bonds in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency addressed and delivered to the Indenture TrusteeAgency) or considered to be below investment grade.

MERGER OR CONSOLIDATION OF OR ASSUMPTION OF THE OBLIGATIONS OF THE MASTER SERVICER. Any corporation into which the Master Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Master Servicer shall be a party, or any corporation succeeding to the business of the Master Servicer, shall be the successor of the Master Servicer Servicer, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; providedPROVIDED, howeverHOWEVER, that the successor or surviving Person to the Master Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Fxxxxx Mxx Xxxxxx Xxx or Fxxxxxx Xxxxxxx Mac. The Master Servicer may assign its rights and delegate its duties and obligations under this Master Servicing Agreement; providedPROVIDED, that the Person accepting such assignment or delegation shall be a Person which is qualified to service mortgage loans on behalf of Fxxxxx Xxxxxx Mae or Fxxxxxx Xxxxxxx Mac, shall have a net worth of not less than $10,000,000, is reasonably satisfactory to the Indenture Trustee (as pledgee of the Mortgage Loans) and the DepositorCompany (in its sole discretion), is willing to service the Mortgage Loans and executes and delivers to the Indenture Trustee and the Depositor Company an agreement, in form and substance reasonably satisfactory to the Indenture Trustee and the DepositorCompany, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer under this Master Servicing Agreement; providedPROVIDED, furtherFURTHER, that each Rating Agency’s 's rating of the applicable Notes Class 2-A Bonds without regard to the Bond Insurance Policy, the Grantor Trust Certificates or the Class 1-A-1 Bonds or Class 1-A-2 Bonds in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency addressed and delivered to the Indenture TrusteeAgency) or considered to be below investment grade.

MERGER OR CONSOLIDATION OF OR ASSUMPTION OF THE OBLIGATIONS OF THE MASTER SERVICER. Any corporation into which the Master Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Master Servicer shall be a party, or any corporation succeeding to the business of the Master Servicer, shall be the successor of the Master Servicer Servicer, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the successor or surviving Person to the Master Servicer shall be qualified to sell mortgage loans to and service mortgage loans for Fxxxxx Mxx or Fxxxxxx Mac. The Master Servicer may assign its rights and delegate its duties and obligations under this Master Servicing Agreement; provided, PROVIDED that the Person accepting such assignment or delegation shall be a Person which is qualified to service mortgage loans on behalf of Fxxxxx Mae FNMA or Fxxxxxx Mac, shall have a net worth of not less than $10,000,000FHLMC, is reasonably satisfactory to the Indenture Trustee (as pledgee of the Mortgage Loans) Collateral), the Depositor and the DepositorCredit Enhancer, is willing to service the Mortgage Loans and executes and delivers to the Indenture Trustee and the Depositor an agreement, in form and substance reasonably satisfactory to the Credit Enhancer, the Indenture Trustee and the Depositor, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer under this Master Servicing Agreement; provided, further, PROVIDED further that each Rating Agency’s 's rating of the applicable Notes Securities in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency addressed and delivered to the Indenture TrusteeAgency) or considered to be below investment gradegrade without taking into account the Credit Enhancement Instrument.