Transfer Upon Termination. Upon any termination in accordance with the provisions of this Article 4, within fifteen (15) days of the termination, each Manager Party (by the Operating Partnership on behalf of such Manager Party pursuant to the power of attorney set forth in Section 9.2 hereof), as applicable, and the Operating Partnership (or its designee) shall, for no consideration (except to the extent provided in Section 6.1(a)) execute an assignment and assumption agreement in substantially the form attached hereto as Exhibit E, pursuant to which each such Manager Party shall assign to the Operating Partnership (or its designee) their respective right, title and interest in and to all of such Manager Party's intellectual property then owned by or registered in the name of such Manager Party, including, without limitation, all trade names, and trademarks associated with such Manager Party, the Properties and/or the Deferred Management Properties. The Operating Partnership (or its designee) may thereafter enter into a new Facilities Portfolio Management Agreement and related NSA Asset Management Agreements with any other Person.
Transfer Upon Termination. (a) The Loan Platform Administrator agrees in connection with any termination of its obligations under this Article IV to transfer the platform administration services to the Company or a successor service provider designated by the Company as soon as reasonably practicable. Until such time of transfer, the services and obligations of the Loan Platform Administrator and the Loan Platform Administrator’s obligations to provide termination assistance shall continue in full force and effect, provided that Company shall use good faith, commercially reasonable efforts to cause the transfer of services and obligations as promptly as possible, and shall pay all fees, compensation or other amounts due under this Article IV, and otherwise perform all of its obligations under this Article IV, during such period. Upon termination of the Loan Platform Administrator’s services and obligations under this Article IV, the Loan Platform Administrator shall prepare, execute and deliver to the successor entity designated by the Company any and all Borrower Loan Documents and other instruments in its possession with respect to the Borrower Loans, place in such successor’s possession all of the documents, information and records relating to the Company that are in its possession, and, in a timely manner, do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, (i) at the Loan Platform Administrator’s sole cost and expense if the termination is pursuant to Sections 4.12(b), (d) or (f), or (ii) at the Company’s sole cost and expense if the termination is for any other reason. Upon any transfer of services upon the termination of the Loan Platform Administrator’s obligations under this Article IV, the Company and the Loan Platform Administrator shall cooperatively send all transfer of services notices from the transferor service provider required by the Applicable Requirements to the Borrowers entitled to said notice. Notwithstanding anything in this Agreement to the contrary, no termination fees shall be payable by any party upon any termination of this Agreement.
Transfer Upon Termination. In the event that Ocwen is terminated or resigns as subservicer with respect to any Subject Servicing Agreement pursuant to this Agreement or the related Subservicing Supplement, Ocwen shall cooperate fully with Servicer and with any party designated as the successor servicer or subservicer in transferring the servicing to such successor servicer or subservicer at Ocwen’s own expense or, in the event of resignation pursuant to Section 9.3, at Servicer’s expense. On or before the date upon which servicing is transferred from Ocwen to any successor servicer or subservicer with respect to a Subject Servicing Agreement (the “Subservicing Termination Date”), Ocwen shall undertake all steps necessary or appropriate to transfer, and shall transfer, the servicing of the related Mortgage Loan(s) to any successor servicer or subservicer, including, without limitation, (i) preparing, executing and delivering any and all necessary or appropriate documents and other instruments (including any assignments of mortgage), (ii) preparing and delivering appropriate notification and transfer letters (including any notifications with MERS and transferring any applicable tax or flood certification contracts), (iii) delivering the related servicing files and other Servicing Information, and (iv) creating and delivering to Servicer or its designee any reasonably requested electronic data with respect to the related Mortgage Loans. Ocwen shall reimburse Servicer for any legal expenses incurred by Servicer to enforce the foregoing obligations of Ocwen. Until the transfer of servicing is complete, Ocwen shall continue to perform under the terms and conditions of this Agreement and the applicable Subservicing Supplement with respect to such Subject Servicing Agreement.
Transfer Upon Termination. Vendor shall transfer, assign and make available to BMSUSP or BMSUSP's representative all property and materials in Vendor's possession or control belonging to and paid for by BMSUSP, and all information regarding BMSUSP's project(s) covered by this Agreement, as set forth in Paragraph C herein. Vendor also agrees to give all reasonable cooperation toward transferring with approval of third parties in interest all contracts and arrangements, if any, properly entered into by Vendor in the performance of this Agreement, and all rights and claims thereto and therein, upon being duly released from the obligation thereof.
Transfer Upon Termination. In the event of a termination of this Lease by reason of default or breach by Tenant hereunder: (i) all unexpired insurance premiums, all deposits theretofore made by Tenant with utility companies and all rights of Tenant under all insurance policies shall be deemed to be assigned to and transferred to Landlord; and (ii) Tenant shall deliver and assign to Landlord all leases of subtenants, and concession, license, and occupancy agreements and all security deposits and advance rents then held by Tenant with respect to any and all subleases upon the assumption by Landlord of the obligation to apply all such security deposits and advance rents held by Landlord in accordance with such subleases, and concession, license, and occupancy agreements.
Transfer Upon Termination. Vendor shall transfer, assign and make available to Health Resources, Inc. or Health Resources, Inc.'s representative all property and materials in Vendor's possession or control and any copies thereof belonging to and paid for by Health Resources, Inc., and all information regarding Health Resources, Inc.'s project(s) covered by this Agreement, as set forth in Paragraph C herein.
Transfer Upon Termination. Within ninety (90) days after the effective date of Your Termination in a manner permitted by this Agreement, You may submit a written request for, and We will deliver to You within twenty-one (21) business days of receipt of that request, the electronic file(s) of the Work, with all references to the ISBN, the LCCN, Our imprint logos, Our imprint names, Our trademarks, the barcode or other copyrighted materials removed. PLEASE BE ADVISED THAT THIRD PARTY PROPERTY MAY BE USED ONLY IN THE VERSION OF THE WORK (IN ANY FORMAT) THAT WE CREATE, AND MAY NOT BE REMOVED OR USED IN ANY OTHER VERSIONS OF THE WORK OR OTHER PRODUCTS OR MATERIALS, DURING THE TERM OF THIS AGREEMENT OR AFTER TERMINATION. To the extent Your Work incorporates Third Party Property that We license and You wish to use the Third Party Property in a different version of Your Work, You must obtain a license from the holder of intellectual property rights in such Third Party Property.
Transfer Upon Termination. After all payments have been made pursuant to Section 6.1 or prepayment has been made pursuant to Section 6.2, the Local Government shall be deemed to have acquired all of VRA's right, title and interest in the Leased Property and the Prime Lease. In such event, and upon request, VRA will execute and deliver to the Local Government an appropriate instrument assigning, transferring and conveying to the Local Government all of VRA's right, title and interest in the Prime Lease and the Real Estate and the Improvements free from any lien, encumbrance or security interest except such as may be created or permitted by the Local Government, but without other warranties, and shall enter into an appropriate instrument terminating this Agreement.
Transfer Upon Termination. In the event that the Sub-Servicer is terminated or resigns as sub-servicer with respect to any Subject Servicing Agreement pursuant to Section 13(c) or 13(d) of this Agreement, the Sub-Servicer shall cooperate fully with the Servicers in transferring the servicing or remarketing to a successor sub-servicer or remarketing agent, replacement servicer or remarketing agent, or back to the Servicers, in any case, at the Sub-Servicer’s own expense. On or before the date upon which servicing is transferred from the Sub-Servicer to any such Person with respect to a Subject Servicing Agreement, the Sub-Servicer shall undertake all steps necessary or appropriate to transfer, and shall transfer, the servicing or remarketing, as applicable, of the Subject Servicing Agreements to such Person. Until the transfer of servicing is complete, the Sub-Servicer shall continue to perform under the terms and conditions of this Agreement with respect to such Subject Servicing Agreement. Once the transfer of servicing or remarketing, as applicable, is complete, any fees payable to the Sub-Servicer pursuant to Section 4(b) shall be payable to the Servicers or such other Person as determined by the Servicer on a go forward basis.
Transfer Upon Termination. Vendor shall transfer, assign and make available to Equifax or Equifax representative all property and materials in Vendor's possession or control and any copies thereof belonging to and paid for by Equifax, and all information regarding Equifax project(s) covered by this Agreement, as set forth in Paragraph C herein.
