Common use of Seller Not to Assign or Resign Clause in Contracts

Seller Not to Assign or Resign. The Seller shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Seller and the Purchaser or upon the determination that its duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Seller. Any such determination permitting the resignation of the Seller shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser which Opinion of Counsel shall be in form and substance acceptable to the Purchaser. No such resignation shall become effective until a successor shall have assumed the Seller's responsibilities and obligations hereunder in the manner provided in Section 11.01.

Appears in 11 contracts

Samples: Warranties and Servicing Agreement (J.P. Morgan Alternative Loan Trust 2006-S1), Assignment and Assumption Agreement (Banc of America Funding 2006-5 Trust), Warranties and Servicing Agreement (J.P. Morgan Mortgage Trust 2006-S1)

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Seller Not to Assign or Resign. The Seller shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Seller and the Purchaser or upon the determination that its duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Seller. Any such determination permitting the resignation of the Seller shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser which Opinion of Counsel shall be in form and substance acceptable to the Purchaser. No such resignation shall become effective until a successor shall have assumed the Seller's ’s responsibilities and obligations hereunder in the manner provided in Section 11.01.

Appears in 10 contracts

Samples: Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2007-1f), Purchase, Warranties and Servicing Agreement (Starm Mortgage Loan Trust 2007-2), Purchase, Warranties and Servicing Agreement (STARM Mortgage Loan Trust 2007-3)

Seller Not to Assign or Resign. The Except as otherwise provided herein, the Seller shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Seller and the Purchaser or upon the determination that its duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Seller. Any such determination permitting the resignation of the Seller shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser which Opinion of Counsel shall be in form and substance acceptable to the Purchaser. No such resignation shall become effective until a successor shall have assumed the Seller's ’s responsibilities and obligations hereunder in the manner provided in Section 11.01.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (Prime Mortgage Trust 2007-1)

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Seller Not to Assign or Resign. The Seller shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Seller and the Purchaser or upon the determination that its duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Seller; provided, however, that the Seller may sell the sub-servicing rights under this Agreement to any entity approved by the Purchaser, such approval not to be unreasonably withheld or delayed. Any such determination permitting the resignation of the Seller shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser which Opinion of Counsel shall be in form and substance acceptable to the Purchaser. No such resignation shall become effective until a successor shall have assumed the Seller's responsibilities and obligations hereunder in the manner provided in Section 11.01.

Appears in 1 contract

Samples: Reconstituted Servicing Agreement (Structured Asset Sec Corp Pass THR Cert Ser 2000-1)

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