Servicer Replacement Events Clause Samples
The Servicer Replacement Events clause defines the specific circumstances under which a servicer in a financial transaction can be replaced. Typically, this clause outlines events such as servicer default, insolvency, or failure to perform key obligations, which would trigger the right to appoint a new servicer. By clearly specifying these triggers, the clause ensures that the interests of investors and other stakeholders are protected by allowing for timely intervention and continuity of servicing in the event of servicer failure or misconduct.
Servicer Replacement Events. (a) For purposes of this Agreement, the occurrence and continuance of any of the following shall constitute a “Servicer Replacement Event”:
(i) failure by the Servicer to deposit into the Collection Account any proceeds or any payment required to be so delivered under the terms of this Agreement that continues unremedied for a period of two (2) Business Days;
(ii) any representation or warranty made or deemed made by or on behalf of the Servicer in or in connection with this Agreement, the other Basic Documents (other than the Notes and the Assignment) or any amendment or modification hereof or thereof, or in any report, certificate, financial statement or other document furnished pursuant to or in connection herewith or therewith or any amendment or modification hereof or thereof, shall prove to have been incorrect when made or deemed made and the circumstance or condition in respect of which such misrepresentation or warranty was incorrect shall not have been eliminated or otherwise cured for a period of thirty (30) days;
(iii) failure by the Servicer to deliver to the Owner Trustee, the Indenture Trustee, and the Loan Seller the Servicer’s Monthly Certificate by the applicable Determination Date, which failure continues unremedied for a period of five (5) Business Days;
(iv) failure on the part of the Servicer duly to observe or perform any other covenants or agreements of the Servicer set forth in this Agreement, which failure (i) could materially and adversely affect the rights of the Noteholders and (ii) continues unremedied for a period of thirty (30) days after: (A) the date of discovery of such failure by a Responsible Officer of the Servicer; (B) the date on which the Servicer should reasonably have been aware of such failure; or (C) written notice of such failure requiring the same to be remedied shall have been given to the Servicer by any of the Owner Trustee, the Indenture Trustee or the Noteholders holding at least 25% of the Note Balance of the Controlling Class;
(v) the Servicer shall cease to be an Eligible Servicer;
(vi) an Insolvency Event with respect to the Servicer;
(vii) the Servicer has assigned or delegated any of its obligations under this Agreement or any Basic Document (other than the Notes and the Assignment) other than in accordance with the terms herein and/or therein, as applicable, or pursuant to the written consent of Noteholders holding at least a majority of the Note Balance of the Controlling Class; or Sale and Servici...
Servicer Replacement Events. 7781 Section 6.02
Servicer Replacement Events. (a) “Servicer Replacement Event” wherever used herein with respect to the Property Manager, the Issuer Manager or Special Servicer, means any one of the following events:
Servicer Replacement Events. (a) “Servicer Replacement Event,” wherever used herein with respect to the Property Manager or Special Servicer, means any one of the following events: (i) any failure by the Property Manager or the Special Servicer to remit or deposit moneys, as required under the Indenture or this Agreement, to the Collection Account, the Release Account or the Payment Account, which failure remains unremedied for onetwo (12) Business Day after the earlier of (x) the date on which notice of such failure, requiring the same to be remedied, is given to the Property Manager or Special Servicer, as applicable, by the Indenture Trustee, or to such Property Manager or Special Servicer, as applicable, and the Indenture Trustee by the Noteholders holding at least 25% of the Aggregate Series Principal Balance and (y) actual knowledge of such failure by such Property Manager or Special Servicer, as applicable; or (ii) the Property Manager fails to make any P&I Advance as required by this Agreement; (iii) the Property Manager fails to make any Property Protection Advance or fails to pay (or, in the event the Property Manager is Spirit Realty, fails to direct the Indenture Trustee to pay) any Emergency Property Expenses from funds on deposit in the Collection Account, in each case as required by the Indenture or this Agreement, which failure remains unremedied for threefour (34) Business Days after the earlier of (x) the date on which notice of such failure, requiring the same to be remedied, shall have been given to such Property Manager by the Indenture Trustee, or to such Property Manager and the Indenture Trustee by the Noteholders holding at least 25% of the Aggregate Series Principal Balance and (y) actual knowledge of such failure by such Property Manager; or (iv) either the Property Manager or the Special Servicer fails to comply in any material respect with any other of the covenants or agreements on the part of the Property Manager or the Special Servicer, as the case may be, contained in this Agreement, which failure continues unremedied for a period of 30 days after the date on which written notice of such failure shall have been received by the Property Manager or the Special Servicer, as applicable (15 days in the case of a failure to pay the premium for any insurance policy required to be maintained pursuant to this Agreement or such fewer days as may be required to avoid the commencement of foreclosure proceedings for unpaid real estate taxes or the lapse of insuranc...
Servicer Replacement Events. A “Servicer Replacement Event” shall mean, as of any date of determination, the occurrence and continuance of one or more of the following events:
Servicer Replacement Events