Common use of Security Covenants Clause in Contracts

Security Covenants. To protect the security afforded by this Article II, the Company covenants and agrees as follows: (i) The Company will comply with, perform and discharge each and every obligation, covenant, condition, duty and agreement which each or any of the Commitments provides are to be performed by the Company, the noncompliance with which could have an adverse effect on the Company or could adversely affect the security provided hereby. The Company will continue to service the Collateral Mortgage Loans according to the standards of practice in the mortgage banking industry and according to applicable ▇▇▇▇▇▇ Mae guidelines. (ii) Without the prior written consent of the Credit Agent, the Company will not waive, excuse, condone, forgive or in any manner release or discharge any other party to any Commitment from the obligations, covenants, conditions, duties and agreements contained in any such Commitment or amend, modify or otherwise change, terminate or assign any Commitment or agree to do any of the foregoing, if the consequences of any of the foregoing acts would be to adversely affect the Company’s condition, financial or otherwise or to adversely affect the security provided hereby. The Company will not sell, transfer or pledge any servicing agreements or arrangements without the prior written consent of the Credit Agent, provided, however, that Credit Agent’s consent will not be required for the sale or transfer of servicing rights if (A) the sale comprises an immaterial portion of the Company’s servicing rights, (B) the sale is an isolated transaction made in the ordinary course of the Company’s business, and (C) on a pro forma basis no financial covenant set forth in this Agreement would be violated after giving effect to such sale. (iii) At its sole cost and expense, the Company will promptly and diligently exercise each and every material right it may have under any of the Commitments and any servicing agreements or arrangements and will appear in and defend in good faith any action or proceeding arising under, growing out of or in any manner connected with the obligations, covenants, conditions, duties, agreements or liabilities of the Company under any of the Commitments and any servicing agreements or arrangements. (iv) In the event of receipt of actual, record or constructive notice (“Notice”) of attachment, execution, lien, security interest, claim, encumbrance or other levy or legal process (each an “Attachment”) against all or any part of the Commitments or any servicing agreements or arrangements, the Company shall (i) immediately notify the Credit Agent in writing of receipt of any such Notice, and (ii) immediately take all steps necessary to vigorously defend against such Attachment. Within ten (10) days of receipt of any Notice, and in no event later than five (5) days before a sale (or any removal from the Company’s control) of all or any part of the Commitments or any servicing agreements or arrangements, the Company shall eliminate any such Attachment asserted against it or all or any part of the Commitments or any servicing agreements or arrangements. In the event that the Credit Agent has received any notice or has been notified of receipt by the Company of same, the Credit Agent may, but shall be under no obligation to, take any action it deems advisable, in its sole, absolute and unfettered discretion, to eliminate any such Attachment, and the Company shall immediately reimburse the Credit Agent for all costs and expenses incurred in connection therewith.

Security Covenants. To protect the security afforded by this Article IIIII, the Company covenants Companies covenant and agrees agree as follows: (i) The Company Companies will comply with, perform and discharge each and every obligation, covenant, condition, duty and agreement contained in the Purchase Commitments, which each or any of the Commitments provides are to be performed by the Company, the noncompliance with which could have an adverse effect on the Company or could adversely affect the security provided hereby. The Company will continue to service the Collateral Mortgage Loans according to the standards of practice in the mortgage banking industry and according to applicable ▇▇▇▇▇▇ Mae guidelines.Companies; (ii) Without the prior written consent of the Credit AgentMortgage Corporation of America, the Company Companies will not waive, excuse, condone, or forgive any breaches, defaults, or failures of performance (however defined), or in any manner release or discharge any other party to any Commitment agreement from the obligations, covenants, conditions, duties and agreements requirements contained in any such Commitment agreement or amend, modify or otherwise change, terminate or assign any Commitment agreement or agree to do any of the foregoing, if the consequences of any of the foregoing acts would be to adversely affect the Company’s Companies' condition, financial or otherwise or to adversely affect the security provided hereby. The Company will not sell, transfer or pledge any servicing agreements or arrangements without the prior written consent of the Credit Agent, provided, however, that Credit Agent’s consent will not be required for the sale or transfer of servicing rights if (A) the sale comprises an immaterial portion of the Company’s servicing rights, (B) the sale is an isolated transaction made in the ordinary course of the Company’s business, and (C) on a pro forma basis no financial covenant set forth in this Agreement would be violated after giving effect to such sale.; (iii) At its their sole cost and expense, the Company Companies will promptly and diligently exercise each and every material right it may have under with respect to any of the Commitments and any servicing agreements or arrangements Collateral Mortgage Loans and will appear in and defend in good faith any action or proceeding arising under, growing out of or in any manner connected with the obligations, covenants, conditions, duties, agreements or liabilities of the Company Companies under any of the Commitments and any servicing agreements or arrangements.Collateral Mortgage Loans; (iv) In the event of receipt of actual, record or constructive notice (“"Notice”") of attachment, execution, lien, security interest, claim, encumbrance or other levy or legal process (each an “"Attachment”") against all or any part of the Commitments Collateral Mortgage Loan(s) or any servicing agreements or arrangementsthe real property covered by it/them, the Company companies shall (i) immediately notify the Credit Agent Mortgage Corporation of America in writing of receipt of any such Notice, and (ii) immediately take all steps necessary to vigorously defend against such Attachment. Within ten (10) days of receipt of any Notice, and in no event later than five (5) days before a sale (or any removal from the Company’s Companies' control) of all or any part of the Commitments Collateral Mortgage Loan(s) or any servicing agreements or arrangementsthe real property covered by it/them, the Company Companies shall eliminate any such Attachment asserted against it or all or any part of the Commitments or any servicing agreements or arrangementsCollateral Mortgage Loan(s). In the event that the Credit Agent Mortgage Corporation of America has received any notice Notice or has been notified of receipt by the Company Companies of same, the Credit Agent Mortgage Corporation of America may, but shall be under no obligation to, take any action it deems advisable, in its sole, absolute and unfettered discretion, to eliminate any such Attachment, and the Company Companies shall immediately reimburse the Credit Agent Mortgage Corporation of America for all costs and expenses incurred in connection therewith. Failure by Companies to reimburse Mortgage Corporation of America within two (2) days of demand by Mortgage Corporation of America shall constitute an Event of Default under Section 7.1(iv) hereof.