Potential Restructuring means, solely with respect to the Series 2016-T4 Notes, a restructuring of any or all of the Transaction Documents to provide for any of the following (which may occur in one or more steps or transactions and may occur in connection with a Servicer Modification): (i) the rights to the basic servicing fees under the related Designated Servicing Agreements are held by a Basic Fee Holder, (ii) the rights to become the named servicer under a Designated Servicing Agreement after the applicable MSR Transfer Date are held by a RMSR Holder, (iii) the rights to Deferred Servicing Fee are held by a Basic Fee Holder and/or transferred to a different entity prior to direct or indirect transfer thereof to the Depositor, (iv) the transfer of the equity of the Depositor to an entity other than HLSS, (v) the transfer of the equity of the Issuer to an entity other than the Depositor, (vi) the Receivables are transferred to a First Intermediate Transferee prior to the transfer thereof to HLSS, (vii) the Receivables are transferred to a Second Intermediate Transferee prior to the transfer thereof to the Depositor, (viii) the Receivables are sold directly or indirectly to the Issuer at a purchase price that is less than the principal balance thereof or (ix) any combination of the foregoing.
Additionally, the Letter Agreement set forth certain mutual commitments of the parties with respect to consideration of a restructuring or spin-off of FCMC (a "Potential Restructuring"), as well as certain guaranties of Mr. Axon.
In connection therewith, FCMC or Holding shall reimburse and hold harmless Huntington and such lenders from any reasonable expense incurred thereby in connection with any such Potential Restructuring 6.
In the event that the above conditions are satisfied, Huntington agrees to use its reasonable efforts to assist Holding and FCMC in connection with such Potential Restructuring in obtaining approval of the required lenders under the Legacy Credit Agreement for such Potential Restructuring and will consent to the change of control under the Licensing Credit Agreement in connection with such Potential Restructuring.
Effective as of the Amendment Effective Date (as defined below), Section 12.1(a)(xi) of the Indenture is hereby amended by deleting the words the new issuance and replacing such words with such Potential Restructuring or Servicer Modification, as applicable,.