Common use of Transfer, Amendment and Assignment Clause in Contracts

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests in such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all of such transferee's Obligations in the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx delivered in connection with the Form Master Agreement (other than the name of the guaranteed party, the effective date and the date of such guaranty). Upon such transfer, Bear Xxxxxxx will be fully released from any and all Obligations and liabilities related to the interests assigned.

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms confirm in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests in such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all of such transferee's ’s Obligations in substantially the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx delivered in connection with the Form Master Agreement (other than the name of the guaranteed party, the effective date and the date of such guaranty)Agreement. Upon such transfer, Bear Xxxxxxx will be fully released from any and all Obligations and liabilities related to the interests assigned.

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms confirm in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests in such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all of such transferee's ’s Obligations in substantially the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx delivered in connection with the Form Master Agreement (other than the name of the guaranteed party, the effective date and the date of such guaranty)Agreement. Upon such transfer, Bear Xxxxxxx will be fully released from any and all Obligations and liabilities related to the interests assigned.. Reference Number: CXGP06AR12 GreenPoint Mortgage Funding Grantor Trust 2006–AR1

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx Stearns may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests in such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx Stearns will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all of such transferee's ’s Obligations in the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx Stearns delivered in connection with the Form Master Agreement (other than the name of the guaranteed party, the effective date and the date of such guaranty). Upon such transfer, Bear Xxxxxxx Stearns will be fully released from any and all Obligations and liabilities related to the interests assigned.

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx Stearns may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests in interexxx xx such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx Stearns will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all of such alx xx xxch transferee's Obligations in the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx Stearns delivered in connection with the Form Master Agreement (other than the name of the guaranteed partyxxxxx, the effective date and the date of such guaranty). Upon such transfer, Bear Xxxxxxx Stearns will be fully released from any and all Obligations and liabilities related to the interests assignedassxxxxx.

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx Stearns may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests ox xxx xnterests in such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx Stearns will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all guarantexx xxx of such transferee's Obligations in the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx Stearns delivered in connection with the Form Master Agreement (other than the name of the guaranteed guxxxxxxxd party, the effective date and the date of such guaranty). Upon such transfer, Bear Xxxxxxx Stearns will be fully released from any and all Obligations and liabilities related to the interests inxxxxxxx assigned.

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx Stearns may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests intxxxxxx in such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx Stearns will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all of such xxxx transferee's Obligations in the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx Stearns delivered in connection with the Form Master Agreement (other than the name of the guaranteed partyxxxxx, the effective date and the date of such guaranty). Upon such transfer, Bear Xxxxxxx Stearns will be fully released from any and all Obligations and liabilities related to the interests assignedaxxxxxxx.

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx Stearns may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests in such interestx xx xxch Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx Stearns will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all of such xx xxxx transferee's ’s Obligations in the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx Stearns delivered in connection with the Form Master Agreement (other than the name of the guaranteed partypxxxx, the effective date and the date of such guaranty). Upon such transfer, Bear Xxxxxxx Stearns will be fully released from any and all Obligations and liabilities related to the interests assignedassigxxx.

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx Stearns may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests ixx xxxxrests in such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx Stearns will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees guarxxxxxx all of such transferee's Obligations in the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx Stearns delivered in connection with the Form Master Agreement (other than the name of the guaranteed guxxxxxxxd party, the effective date and the date of such guaranty). Upon such transfer, Bear Xxxxxxx Stearns will be fully released from any and all Obligations and liabilities related to the interests assignedintexxxxx xssigned.

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx Sxxxxxx may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests in such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx Sxxxxxx will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all of such transferee's ’s Obligations in the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx Sxxxxxx delivered in connection with the Form Master Agreement (other than the name of the guaranteed party, the effective date and the date of such guaranty). Upon such transfer, Bear Xxxxxxx Sxxxxxx will be fully released from any and all Obligations and liabilities related to the interests assigned.

Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each Rating Agency has been provided prior notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Grantor Trust Certificates as a result of such transfer, amendment, waiver, supplement, assignment or other modification; provided that upon notice to the Rating Agencies, Bear Xxxxxxx Stearns may transfer the Transaction(s) pursuant to the Form Master Agreement and all of its interests in such Transaction(s) and all of its Obligations in or under the Form Master Agreement to its Credit Support Provider or any affiliates thereof, and if such transfer is to an entity other than its Credit Support Provider, Bear Xxxxxxx Stearns will furnish to Counterparty a Guaranty of such Credit Support Provider which guarantees all of such transferee's Obligations in the form of the Guaranty of the Credit Support Provider of Bear Xxxxxxx Stearns delivered in connection with the Form Master Agreement (other than the name of the guaranteed party, the effective date and the date of such guaranty). Upon such transfer, Bear Xxxxxxx Stearns will be fully released from any and all Obligations and liabilities related to the interests assigned.