Common use of Subservicing Agreements between the Servicer and Subservicers Clause in Contracts

Subservicing Agreements between the Servicer and Subservicers. The Servicer, as servicer, may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing of such Loans in a manner consistent with the servicing arrangements contemplated hereunder. Each Subservicer shall be (i) authorized to transact business in the state or states where the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and (ii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding the provisions of any Subservicing Agreement, any of the provisions of this Agreement relating to agreements or arrangements between the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated and liable to the Purchaser and its successors and assigns for the servicing and administration of the Loans in accordance with the provisions of this Agreement without diminution of such obligation or liability by virtue of such Subservicing Agreements or arrangements or by virtue of indemnification from the Subservicer and to the same extent and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer to the Servicer.

Subservicing Agreements between the Servicer and Subservicers. (a) The ServicerServicer may enter into Subservicing Agreements with Subservicers, as servicer, may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. The Servicer, as servicer, may arrange for (a) Subject to the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms consent of the related Subservicing Agreement must provide Depositor, which consent shall not be unreasonably withheld, the Servicer may enter into subservicing agreements with Subservicers (each, a "Subservicer"), for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Unless otherwise approved by the Depositor, each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee, the Unaffiliated Seller and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. The Servicer, as servicer, may arrange for (a) Subject to the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms consent of the related Subservicing Agreement must provide Certificate Insurer (so long as no Certificate Insurer Default has occurred and is continuing), which consent shall not be unreasonably withheld, the Servicer may enter into subservicing agreements with Subservicers (each, a "Subservicer"), for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Unless otherwise approved by the Certificate Insurer (so long as no Certificate Insurer Default has occurred and is continuing), each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee, the Unaffiliated Seller, the Certificate Insurer and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. The Servicer, as servicer, may arrange for the subservicing of any Mortgage Loan by a Subservicer pursuant to a an agreement with any such subservicer (“Subservicing Agreement”); provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing of such Mortgage Loans in a manner consistent with the servicing arrangements contemplated hereunder. Each Subservicer shall be (i) authorized to transact business in the state or states where the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and (ii) a Xxxxxxx Mac or Xxxxxx Mae Xxx approved mortgage servicer. Notwithstanding the provisions of any Subservicing Agreement, any of the provisions of this Agreement relating to agreements or arrangements between the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated and liable to the Purchaser Owner and its successors and assigns for the servicing and administration of the Mortgage Loans in accordance with the provisions of this Agreement without diminution of such obligation or liability by virtue of such Subservicing Agreements or arrangements or by virtue of indemnification from the Subservicer and to the same extent and under the same terms and conditions as if the Servicer alone were servicing and administering the Mortgage Loans. Every Subservicing Agreement entered into by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Mortgage Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer to the Servicer.

Subservicing Agreements between the Servicer and Subservicers. (a) The ServicerServicer may enter into Subservicing Agreements with Subservicers, as servicer, may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements, provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. (a) The ServicerServicer may enter into Subservicing Agreements with Subservicers, as servicer, may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and Agreement, (ii) an institution approved as a Xxxxxxx mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iii) a Fxxxxxx Mac or Xxxxxx Fxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements, provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. The Servicer, as servicer, may arrange for (a) Subject to the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms consent of the related Subservicing Agreement must provide Certificate Insurer (so long as no Certificate Insurer Default has occurred and is continuing), which consent shall not be unreasonably withheld, the Servicer may enter into subservicing agreements with Subservicers (each, a “Subservicer”), for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Unless otherwise approved by the Certificate Insurer (so long as no Certificate Insurer Default has occurred and is continuing), each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and Agreement, (ii) an institution approved as a Xxxxxxx mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iii) a Fxxxxxx Mac or Xxxxxx Fxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee, the Unaffiliated Seller, the Certificate Insurer and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer’s execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. (a) The Servicer, as servicer, Servicer may arrange for the enter into subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide agreements with Subservicers for the servicing and administration of the Mortgage Loans ("Subservicing Agreements"). The Servicer represents and warrants to the other parties hereto that, except as otherwise set forth herein, no Subservicing Agreement is in effect as of the Closing Date. The Servicer shall give notice to the Depositor, the Securities Administrator, the Master Servicer and the Trustee of any such Loans Subservicer and Subservicing Agreement, which notice shall contain all information (including without limitation a copy of the Subservicing Agreement) reasonably necessary to enable the Securities Administrator, pursuant to Section 8.12(g), to accurately and timely report the event under Item 6.02 of Form 8-K pursuant to the Exchange Act (if such reports under the Exchange Act are required to be filed under the Exchange Act). No Subservicing Agreement shall be effective until 30 days after such written notice is received by both the Depositor, the Securities Administrator, the Master Servicer and the Trustee. The Securities Administrator, Master Servicer, the Back-up Servicer and the Trustee shall not be required to review or consent to such Subservicing Agreements and shall have no liability in a manner consistent with the servicing arrangements contemplated hereunderconnection therewith. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement to which it is a party and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement without diminution Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of such obligation or liability by virtue of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee. Any variation from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Securities Administrator, the Trustee, the Master Servicer, the Unaffiliated Seller and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. (a) The ServicerServicer may enter into Subservicing Agreements with Subservicers, as servicer, may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and Agreement, (ii) an institution approved as a Xxxxxxx mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iii) a Freddie Mac or Xxxxxx Fannie Mae approved mortgage servicer. Notwithstanding Each Subxxxxxxxng Agrexxxxx must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; PROVIDED, HOWEVER, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee, the Unaffiliated Seller, the Class A Certificate Insurer and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. The Servicer, as servicer, may arrange for (a) Subject to the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms consent of the related Class A-1 Certificate Insurer (so long as no Class A-1 Certificate Insurer Default has occurred and is continuing), which consent shall not be unreasonably withheld, the Servicer may enter into Subservicing Agreement must provide Agreements with Subservicers, for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Unless otherwise approved by the Class A-1 Certificate Insurer (so long as no Class A-1 Certificate Insurer Default has occurred and is continuing), each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee, the Unaffiliated Seller, the Class A-1 Certificate Insurer and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. (a) The ServicerServicer may enter into Subservicing Agreements with Subservicers, as servicer, may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; PROVIDED, HOWEVER, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee, the Unaffiliated Seller, the Class A Certificate Insurer and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. (a) The ServicerServicer may enter into Subservicing Agreements with Subservicers, as servicer, may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and Agreement, (ii) an institution approved as a Xxxxxxx mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iii) a Freddie Mac or Xxxxxx Fannie Mae approved mortgage servicer. Notwithstanding Each Suxxxxxxxing Agrxxxxxx must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements, PROVIDED, HOWEVER, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. (a) The ServicerServicer may enter into subservicing agreements with subservicers (each, as servicera "Subservicer"), may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing and administration of the Mortgage Loans ("Subservicing Agreements"). The Servicer shall, within a reasonable period of time, give notice to the Trustee of any such Loans Subservicing Agreement. The Trustee shall not be required to review or consent to such Subservicing Agreements and shall have no liability in a manner consistent with the servicing arrangements contemplated hereunderconnection therewith. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and Agreement, (ii) an institution approved as a Xxxxxxx mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iii) a Freddie Mac or Xxxxxx Fannie Mae approved mortgage servicermxxxxxxx servicex. Notwithstanding Xxxh Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated respective Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. The Servicer, as servicer, Servicer may arrange for the subservicing of any Mortgage Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing of such Mortgage Loans in a manner consistent with the servicing arrangements contemplated hereunder. Each Subservicer shall be (i) authorized to transact business in the state or states where the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and (ii) a Xxxxxxx Fxxxxxx Mac or Xxxxxx Fxxxxx Mae approved mortgage servicer. Notwithstanding the provisions of any Subservicing Agreement, any of the provisions of this Agreement relating to agreements or arrangements between the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated and liable to the Purchaser and its successors and assigns for the servicing and administration of the Mortgage Loans in accordance with the provisions of this Agreement without diminution of such obligation or liability by virtue of such Subservicing Agreements or arrangements or by virtue of indemnification from the Subservicer and to the same extent and under the same terms and conditions as if the Servicer alone were servicing and administering the Mortgage Loans. Every Subservicing Agreement entered into by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Mortgage Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer to the Servicer.

Subservicing Agreements between the Servicer and Subservicers. (a) The Servicer, as servicer, Servicer may arrange for the enter into subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide agreements with Subservicers for the servicing and administration of the Mortgage Loans ("Subservicing Agreements"). The Servicer represents and warrants to the other parties hereto that, except as otherwise set forth herein, no Subservicing Agreement is in effect as of the Closing Date. The Servicer shall give notice to the Depositor, the Securities Administrator, the Master Servicer and the Trustee of any such Loans Subservicer and Subservicing Agreement, which notice shall contain all information (including without limitation a copy of the Subservicing Agreement) reasonably necessary to enable the Securities Administrator, pursuant to Section 8.12(g), to accurately and timely report the event under Item 6.02 of Form 8-K pursuant to the Exchange Act (if such reports under the Exchange Act are required to be filed under the Exchange Act). No Subservicing Agreement shall be effective until 30 days after such written notice is received by both the Depositor, the Securities Administrator, the Master Servicer and the Trustee. The Securities Administrator, Master Servicer, the Back-up Servicer and the Trustee shall not be required to review or consent to such Subservicing Agreements and shall have no liability in a manner consistent with the servicing arrangements contemplated hereunderconnection therewith. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and Agreement, (ii) an institution approved as a Xxxxxxx mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iii) a Freddie Mac or Xxxxxx Fannie Mae approved mortgage servicer. Notwithstanding Each Subservicing Xxxxxxent must xxxxxe on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement to which it is a party and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement without diminution Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of such obligation or liability by virtue of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee. Any variation from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Securities Administrator, the Trustee, the Master Servicer, the Unaffiliated Seller and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. The Servicer, as servicer, may arrange for (a) Subject to the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms consent of the related Class A Certificate Insurer (so long as no Class A Certificate Insurer Default has occurred and is continuing), which consent shall not be unreasonably withheld, the Servicer may enter into Subservicing Agreement must provide Agreements with Subservicers, for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Unless otherwise approved by the Class A Certificate Insurer (so long as no Class A Certificate Insurer Default has occurred and is continuing), each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement and Agreement, (ii) an institution approved as a Xxxxxxx mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iii) a Freddie Mac or Xxxxxx Fannie Mae approved mortgage servicer. Notwithstanding Each Subsxxxxxxxg Agreexxxx xust impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; PROVIDED, HOWEVER, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee, the Unaffiliated Seller, the Class A Certificate Insurer and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. (a) The ServicerServicer may enter into Subservicing Agreements with Subservicers, as servicer, may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; PROVIDED, HOWEVER, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. The Servicer, as servicer, may arrange for (a) Subject to the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms consent of the related Certificate Insurer (so long as no Certificate Insurer Default has occurred and is continuing), which consent shall not be unreasonably withheld, the Servicer may enter into Subservicing Agreement must provide Agreements with Subservicers (each, a "Subservicer"), for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Unless otherwise approved by the Certificate Insurer (so long as no Certificate Insurer Default has occurred and is continuing), each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee, the Unaffiliated Seller, the Certificate Insurer and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.

Subservicing Agreements between the Servicer and Subservicers. (a) The ServicerServicer may enter into Subservicing Agreements with Subservicers, as servicer, may arrange for the subservicing of any Loan by a Subservicer pursuant to a Subservicing Agreement; provided that such Subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing and administration of such Loans in a manner consistent with the servicing arrangements contemplated hereunderMortgage Loans. Each Subservicer shall be (i) authorized to transact business in the state or states where in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement Agreement, (ii) an institution approved as a mortgage loan originator by the Federal Housing Administration or an institution that has deposit accounts insured by the FDIC and (iiiii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Notwithstanding Each Subservicing Agreement must impose on the Subservicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Subservicing Agreement and will be familiar with the terms thereof. The terms of any Subservicing Agreement, Agreement will not be inconsistent with any of the provisions of this Agreement relating to agreements or arrangements between Agreement. The Servicer and the Servicer or a Subservicer or reference to actions taken through the Servicer or otherwise, the Servicer shall remain obligated Subservicers may enter into and liable make amendments to the Purchaser Subservicing Agreements or enter into different forms of Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and its successors and assigns for the servicing and administration of the Loans in accordance with not violate the provisions of this Agreement Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Trustee, without diminution the consent of such obligation or liability by virtue the Trustee. Any variation without the consent of such Subservicing Agreements or arrangements or by virtue of indemnification the Trustee from the Subservicer provisions set forth in Section 3.08 relating to insurance or priority requirements of Subservicing Accounts, or credits and charges to the same extent Subservicing Accounts or the timing and under the same terms and conditions as if the Servicer alone were servicing and administering the Loans. Every Subservicing Agreement entered into amount of remittances by the Servicer shall contain a provision giving the successor servicer the option to terminate such agreement in the event a successor servicer is appointed. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as an agent of the Servicer with the same force and effect as if performed directly by the Servicer. For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Loans that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer Subservicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee, the Unaffiliated Seller and the Depositor copies of all Subservicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer's execution and delivery of such instruments.