Common use of Merger or Consolidation of the Seller Clause in Contracts

Merger or Consolidation of the Seller. The Seller shall keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets), or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the Seller, shall be the successor of the Seller 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 shall be an institution whose deposits are insured by FDIC or a company whose business is the origination and servicing of mortgage loans, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and shall be qualified and in good standing to service mortgage loans on behalf of Fannie Mae or Freddie Mac.

Merger or Consolidation of the Seller. The Seller shall keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's ’s assets), or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the Seller, shall be the successor of the Seller 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 shall be an institution whose deposits are insured by FDIC or a company whose business is the origination and servicing of mortgage loans, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and shall be qualified and in good standing to service mortgage loans on behalf of Fannie Mae Xxxxxx Xxx or Freddie Xxxxxxx Mac.

Merger or Consolidation of the Seller. The Each Seller shall will keep in full effect its existence, rights and franchises as a corporation or a Delaware business trust, as applicable, under the laws of the state of its incorporation except as permitted herein, organization and shall will obtain and preserve its qualification to do business as a foreign corporation entity in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, Agreement or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the a Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets)consolidated, or any corporation resulting from any merger, conversion or consolidation (including by means of the sale of all or substantially all of such Seller’s assets to such Person) to which the Seller shall be a party, or any Person succeeding to the business of the SellerSeller (whether or not related to loan servicing), shall be the successor of the Seller 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 Seller shall be an institution whose deposits are insured by FDIC or a company whose business is not, without the origination and servicing prior written approval of mortgage loans, unless otherwise consented to by the Purchaser, which consent shall be a party to any such merger, conversion or consolidation, or sell or otherwise dispose of all or substantially all of its business or assets if, (i) as a result of such merger, conversion or consolidation, sale or other disposition, an Event of Default under Section 10.01 hereof would exist with respect to such successor Seller or (ii) such successor (a) is a servicer that is not be unreasonably withheld, and shall be qualified and in good standing to service mortgage loans on behalf with Xxxxxx Xxx or Xxxxxxx Mac or (b) has a net worth of Fannie Mae or Freddie Macless than $25,000,000.

Merger or Consolidation of the Seller. The Seller shall keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which either the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets)consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the Seller, shall be the successor of the Seller Seller, 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 shall be an institution whose or (i) having a GAAP net worth of not less than $25,000,000, (ii) the deposits of which are insured by FDIC the FDIC, SAIF and/or BIF, or which is a company HUD-approved mortgagee whose primary business is the in origination and servicing of first lien mortgage loans, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and shall be qualified and (iii) who is a Xxxxxx Xxx or Xxxxxxx Mac approved seller/servicer in good standing to service mortgage loans on behalf standing. Notwithstanding the foregoing, if the successor or surviving Person is an institution with a GAAP net worth of Fannie Mae or Freddie Macless than $25,000,000, then the Purchaser may, in its sole discretion, waive such minimum GAAP net worth requirement.

Merger or Consolidation of the Seller. The Seller shall will keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. In the event Seller or any of its successors or assigns (i) consolidates with or merges into any other Person and shall not be the continuing or surviving corporation or entity of such consolidation or merger, or (ii) transfers or conveys all or substantially all of its properties and assets to any Person, then, and in each such case, proper provision shall be made so that the successors and assigns of Seller assume the obligations of Seller set forth in this Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets)consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the Seller, shall be the successor of the Seller 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 shall be an institution whose deposits are insured by FDIC or have a company whose business is the origination and servicing tangible net worth of mortgage loans, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and shall be qualified and in good standing to service mortgage loans on behalf of Fannie Mae or Freddie Macat least $30,000,000.

Merger or Consolidation of the Seller. The For so long as the Seller shall has obligations under this Agreement, the Seller will keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. In the event the Seller fails to satisfy the requirements of the preceding sentence, the Seller shall promptly take such actions as are necessary to transfer the servicing of the Mortgage Loans to an entity that satisfies the requirements of this Agreement and the Interim Servicing Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets)consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the Seller, shall be the successor of the Seller 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 shall be an institution whose deposits are insured by FDIC or have a company whose business is the origination and servicing net worth of mortgage loans, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and shall be qualified and in good standing to service mortgage loans on behalf of Fannie Mae or Freddie Macat least $25,000,000.

Merger or Consolidation of the Seller. The Seller shall keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets)consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the SellerSeller whether or not related to loan origination, shall be the successor of the Seller 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 shall be an institution whose (i) having a GAAP net worth of not less than $15,000,000, (ii) the deposits of which are insured by the FDIC or which is a company HUD-approved mortgagee whose primary business is the in origination and servicing of first lien mortgage loans, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and shall be qualified and (iii) who is a Xxxxxx Xxx or Xxxxxxx Mac approved seller/servicer in good standing to service mortgage loans on behalf standing. Notwithstanding the foregoing, if the successor or surviving Person is an institution with a GAAP net worth of Fannie Mae or Freddie Macless than $15,000,000, then the Purchaser may, in its sole discretion, waive such minimum GAAP net worth requirement.

Merger or Consolidation of the Seller. The Seller shall keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted hereincorporation, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, Agreement or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which The Seller shall provide notice to the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets), or any corporation resulting from Purchaser immediately upon any merger, conversion or consolidation to which the Seller shall be a partyparty or any sale of substantially all of the assets of the Seller , or any change in the senior management of the Seller. Any Person succeeding to the business of the Seller, Seller shall be the successor of the Seller 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 shall be an institution whose deposits are insured by FDIC having a GAAP net worth of not less than that of the Seller at the time of the transaction. Furthermore, in the event the Seller transfers or a company whose business is otherwise disposes of all or substantially all of its assets to an affiliate of the origination and servicing of mortgage loansSeller, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and such affiliate shall be qualified fully liable to the Purchaser for all of the Seller’s obligations and in good standing to service mortgage loans on behalf of Fannie Mae or Freddie Macliabilities hereunder.

Merger or Consolidation of the Seller. The Seller shall keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's ’s assets), or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the Seller, shall be the successor of the Seller 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 shall be an institution whose deposits are insured by FDIC or a company whose business is the origination and servicing of mortgage loans, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and shall be qualified and in good standing to service mortgage loans on behalf of Fannie Mae Fxxxxx Mxx or Freddie Fxxxxxx Mac.

Merger or Consolidation of the Seller. The Seller shall keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets), or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the Seller, shall be the successor of the Seller 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 shall be an institution whose deposits are insured by FDIC or a company whose business is the origination and servicing of mortgage loans, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and shall be qualified and a Fannie Mae or Frexxxx Xax xpproxxx xxxler/ servicer in good standing to service mortgage loans on behalf of Fannie Mae or Freddie Mac(including without limitation, compliance with the minimum net worth and liquidity requirements).

Merger or Consolidation of the Seller. The Seller shall will keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets)consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the SellerSeller whether or not related to loan servicing, shall be the successor of the Seller 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 shall be an institution whose (i) having a GAAP net worth of not less than $25,000,000, (ii) the deposits of which are insured 57 by FDIC the FDIC, SAIF and/or BIF, or which is a company HUD-approved mortgagee whose primary business is the in origination and servicing of first lien mortgage loans, unless and (iii) who is a FNMA or FHLMC approved seller/service in good standing. Furthermore, in the event the Seller transfers or otherwise consented disposes of all or substantially all of its assets to by an affiliate of the PurchaserSeller, which consent such affiliate shall not be unreasonably withheldsatisfy the condition above, and shall also be qualified fully liable to the Purchaser for all of the Seller's obligations and in good standing to service mortgage loans on behalf of Fannie Mae or Freddie Macliabilities.

Merger or Consolidation of the Seller. The Seller shall keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's ’s assets), or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the Seller, shall be the successor of the Seller 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 shall be an institution whose deposits are insured by FDIC or a company whose business is the origination and servicing of mortgage loans, unless otherwise consented to by the Purchaser, which consent shall not be unreasonably withheld, and shall be qualified and in good standing to sell and service mortgage loans on behalf of Fannie Mae Xxxxxx Xxx or Freddie Xxxxxxx Mac.

Merger or Consolidation of the Seller. The Seller shall keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and shall obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement. Any Person into which the Seller may be merged or consolidated (including by means of sale or disposal of all or substantially all of the Seller's assets), or any corporation resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to the business of the Seller, shall be the successor of the Seller 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 shall be an institution whose deposits are insured by FDIC or a company whose business is the origination and servicing of mortgage loans, unless otherwise consented shall satisfy any requirements of Section 11.01 with respect to by the Purchaser, which consent shall not be unreasonably withheldqualifications of a successor to the Seller, and shall be qualified and in good standing to service mortgage loans on behalf of Fannie Mae Xxxxxx Xxx or Freddie Xxxxxxx Mac.