Pledged Servicing Clause Samples

Pledged Servicing. The Company shall deliver to the Collateral Agent fully executed copies of (i) the Acknowledgment Agreements with FNMA and FHLMC, and (ii) Acknowledgment Agreements with all other Federal Agencies (excluding GNMA unless and until the Agent or Required Lenders require that an Acknowledgement Agreement with GNMA be obtained) covering all other Servicing Agreements constituting Eligible Pledged Servicing. In the event the Agent or the Required Lenders request that Acknowledgement Agreements with GNMA be obtained, the Company shall deliver to the Collateral Agent fully executed copies of Acknowledgement Agreements with GNMA covering all Pledged Servicing with GNMA.

Pledged Servicing. The Company shall deliver to the Collateral Agent fully executed copies of the Acknowledgment Agreements with FNMA and FHLMC. In the event the Credit Agent or the Required Lenders request that Acknowledgement Agreements with GNMA be obtained, the Company shall deliver to the Collateral Agent fully executed copies of Acknowledgement Agreements with GNMA covering all Pledged Servicing with GNMA. - 2 - <PAGE> (f) Servicing Sale Receivables. The Company may, in connection with a sale of Servicing Agreements from the Company to a Servicing Purchaser, pledge the Servicing Sale Receivables due in connection with such sale to the Collateral Agent for the benefit of the Secured Parties as Collateral. If the Company so pledges Servicing Sale Receivables to the Collateral Agent, the Company shall (i) deliver to the Credit Agent and the Collateral Agent a complete executed copy of the related purchase agreement, (ii) assign its rights to such Pledged Servicing Sale Receivables to the Collateral Agent for the benefit of the Secured Parties pursuant to an assignment in form and content satisfactory to the Credit Agent, and (iii) cause the Servicing Purchaser of the applicable sold Servicing Agreements to execute an agreement in form and content satisfactory to the Credit Agent pursuant to which the Servicing Purchaser shall agree to (A) pay such Pledged Servicing Sale Receivables directly to the Collateral Agent for the benefit of the Secured Parties, and (B) provide simultaneous written notice to the Credit Agent and the Collateral Agent of any claims made against or notices given to the Company which would constitute an offset to or reduction in the amount of such Pledged Servicing Sale Receivables.