Common use of Successor Securities Administrator Clause in Contracts

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the Seller, the Servicer, the Trustee and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.18, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating Agencies.

Appears in 24 contracts

Samples: Pooling and Servicing Agreement (J.P. Morgan Mortgage Acquisition Corp 2005-Opt2), Pooling and Servicing Agreement (Jpmac 2006-Fre1), Pooling and Servicing Agreement (Jpmac 2006-Wmc3)

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Successor Securities Administrator. Any successor Securities Administrator securities administrator appointed as provided in Section 8.17 hereof 11.05 shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Trustee and to its the predecessor Securities Administrator securities administrator an instrument accepting such appointment hereunder, under the Trust Agreement and thereupon the resignation or removal of the predecessor Securities Administrator securities administrator shall become effective, effective and such successor Securities Administrator securities administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderthereunder, with the like effect as if originally named as Securities Administratorsecurities administrator therein. The Depositorpredecessor securities administrator shall deliver to the successor securities administrator, all Trustee Mortgage Loan Files and related documents and statements held by it under the Seller, the Servicer, Trust Agreement and the Trustee and the predecessor Securities Administrator securities administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administratorsecurities administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator as provided in this Section 8.18Section, the successor Securities Administrator Trustee shall mail notice of the succession of such appointment hereunder securities administrator under the Trust Agreement to all Holders of Certificates at their addresses as shown in the Certificate Register and Register. Notwithstanding anything to the Rating Agenciescontrary contained herein, the appointment of any successor securities administrator pursuant to any provisions of this Agreement will be subject to the prior written consent of the Trustee, which consent will not be unreasonably withheld.

Appears in 21 contracts

Samples: Trust Agreement (Gs Mortgage Securities Corp), Trust Agreement (GSR Mortgage Loan Trust 2005-Ar2), Trust Agreement (GSR Mortgage Loan Trust 2005-Ar3)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 18 contracts

Samples: Flow Servicing Agreement (GSAA Home Equity Trust 2006-6), Servicing Agreement (GSAA Home Equity Trust 2007-4), Servicing and Trust Agreement (GSR Mortgage Loan Trust 2006-Oa1)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 15 contracts

Samples: Pooling and Servicing Agreement (HASCO Trust 2005-Nc2), Pooling and Servicing Agreement (HSI Asset Securitization CORP Trust 2005-I1), Pooling and Servicing Agreement (HASCO Trust 2005-Opt1)

Successor Securities Administrator. Any successor Securities Administrator securities administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator securities administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, securities administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator securities administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator securities administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator of appointment as provided in this Section 8.1810.08, the successor Securities Administrator Depositor shall mail notice of the succession of such appointment Securities Administrator hereunder to all Holders of Certificates and the Derivative Counterparty. If the Depositor fails to mail such notice within 10 days after acceptance by the successor securities administrator of appointment, the successor securities administrator shall cause such notice to be mailed at their addresses as shown in the Certificate Register and to expense of the Rating AgenciesDepositor.

Appears in 13 contracts

Samples: Pooling and Servicing Agreement (HSI Asset Securitization CORP Trust 2006-Wmc1), Pooling and Servicing Agreement (First Franklin Mortgage Loan Trust 2006-Ff11), Pooling and Servicing Agreement (Hsi Asset Securitization Corp Trust 2007-Opt1)

Successor Securities Administrator. Any successor Securities Administrator securities administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator securities administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, securities administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator securities administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator securities administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator of appointment as provided in this Section 8.1810.08, the successor Securities Administrator Depositor shall mail notice of the succession of such appointment Securities Administrator hereunder to all Holders of Certificates Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor securities administrator of appointment, the successor securities administrator shall cause such notice to be mailed at their addresses as shown in the Certificate Register and to expense of the Rating AgenciesDepositor.

Appears in 12 contracts

Samples: Pooling and Servicing Agreement (Hsi Asset Securitization Corp), Pooling and Servicing Agreement (First Franklin Mortgage Loan Trust 2006-Ff5), Pooling and Servicing Agreement (HSI Asset Securitization CORP Trust 2006-Nc1)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, Swap Provider and the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 11 contracts

Samples: Assignment and Recognition Agreement (Morgan Stanley ABS Capital I Inc. IXIS Real Estate Capital Trust 2007-He1), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-He7), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-Nc3)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor predecessor, the Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 7 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2007-Nc1), Pooling and Servicing Agreement (GSAMP Trust 2007-He2), Pooling and Servicing Agreement (GSAMP Trust 2006-Fm3)

Successor Securities Administrator. Any successor Securities Administrator securities administrator appointed as provided in Section 8.17 hereof 11.05 shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Trustee and to its the predecessor Securities Administrator an instrument accepting such appointment hereunder, under the Trust Agreement and any Supplemental Trust Agreement and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator securities administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderthereunder, with the like effect as if originally named as Securities Administratorsecurities administrator therein. The Depositorpredecessor Securities Administrator shall deliver to the successor securities administrator, all Trustee Mortgage Loan Files and related documents and statements held by it under the Seller, the Servicer, Trust Agreement and the Trustee and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administratorsecurities administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator as provided in this Section 8.18Section, the successor Securities Administrator Trustee shall mail notice of the succession of such appointment hereunder securities administrator under the Trust Agreement to all Holders of Certificates at their addresses as shown in the Certificate Register and Register. Notwithstanding anything to the Rating Agenciescontrary contained herein, the appointment of any successor securities administrator pursuant to any provisions of this Agreement will be subject to the prior written consent of the Trustee, which consent will not be unreasonably withheld.

Appears in 6 contracts

Samples: Master Servicing (GSR Mortgage Loan Trust 2007-Ar2), Trust Agreement (GSR Mortgage Loan Trust 2007-2f), Trust Agreement (GSR Mortgage Loan Trust 2007-Ar1)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall be reasonably acceptable to the NIM Insurer and shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 6 contracts

Samples: Servicing and Trust Agreement (GSAA Home Equity Trust 2007-7), Servicing and Trust Agreement (GSAA Home Equity Trust 2007-7), Servicing and Trust Agreement (GSAA Home Equity Trust 2007-7)

Successor Securities Administrator. Any successor Xxx xxccessor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor predecessor, the Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 6 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Representations and Warranties Agreement (GSAMP Trust 2006-He5), Pooling and Servicing Agreement (GSAMP Trust 2006-He8)

Successor Securities Administrator. Any successor Securities Administrator securities administrator appointed as provided in Section 8.17 hereof 11.05 shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Trustee and to its the predecessor Securities Administrator securities administrator an instrument accepting such appointment hereunder, under the Trust Agreement and any Supplemental Trust Agreement and thereupon the resignation or removal of the predecessor Securities Administrator securities administrator shall become effective, effective and such successor Securities Administrator securities administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderthereunder, with the like effect as if originally named as Securities Administratorsecurities administrator therein. The Depositorpredecessor securities administrator shall deliver to the successor securities administrator, all Trustee Mortgage Loan Files and related documents and statements held by it under the Seller, the Servicer, Trust Agreement and the Trustee and the predecessor Securities Administrator securities administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administratorsecurities administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator as provided in this Section 8.18Section, the successor Securities Administrator Trustee shall mail notice of the succession of such appointment hereunder securities administrator under the Trust Agreement to all Holders of Certificates at their addresses as shown in the Certificate Register and Register. Notwithstanding anything to the Rating Agenciescontrary contained herein, the appointment of any successor securities administrator pursuant to any provisions of this Agreement will be subject to the prior written consent of the Trustee, which consent will not be unreasonably withheld.

Appears in 5 contracts

Samples: Master Servicing (GSR Mortgage Loan Trust 2006-8f), Trust Agreement (GSR Mortgage Loan Trust 2006-1f), Trust Agreement (GSR 2006-5f)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 9.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.189.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 4 contracts

Samples: Trust Agreement (GS Mortgage Securities Corp., Asset-Backed Certificates, Series 2005-5), Trust Agreement (GSAA Home Equity Trust 2005-3), Trust Agreement (GSAA Home Equity Trust 2005-3)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, Swap Provider and the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Master Servicer, the Trustee Backup Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I, Inc. IXIS Real Estate Capital Trust 2006-He1), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. IXIS Real Estate Capital Trust 2006-He2), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. IXIS Real Estate Capital Trust 2006-He3)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor predecessor, the Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-Fm2), Pooling and Servicing Agreement (GSAMP Trust 2007-H1), Pooling and Servicing Agreement (GS Mortgage Securities Corp GSAMP Trust 2004-Nc2)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 9.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.189.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 3 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Capital I Inc. Trust 2006-He2), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Capital I Inc. Trust 2006-He2), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Capital I Inc. Trust 2006-He2)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator securities administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (BCAP LLC Trust 2007-Aa5), Pooling and Servicing Agreement (BCAP LLC Trust 2008-Ind2), Pooling and Servicing Agreement (BCAP LLC Trust 2008-Ind1)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 8.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, Sellers and the Master Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderhereunder (including, without limitation, its rights, powers, duties and obligations as Auction Administrator under the Auction Administration Agreement), with like effect as if originally named as Securities Administrator. The Depositor, the SellerSellers, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, as applicable, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 8.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 8.06 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated Offered Notes by the either Rating AgenciesAgency, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.188.08, the successor Securities Administrator shall mail notice of such the appointment of a successor Securities Administrator hereunder to all Holders of Certificates Securityholders at their addresses as shown in the Certificate Register or the Note Register, as applicable, and to the each Rating AgenciesAgency.

Appears in 3 contracts

Samples: Sale and Servicing Agreement (Thornburg Mortgage Securities Trust 2007-2), Sale and Servicing Agreement (Thornburg Mortgage Securities Trust 2007-1), Sale and Servicing Agreement (Structured Asset Mortgage Investments Ii Inc)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may 105 reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 2 contracts

Samples: Servicing Agreement (GSAA Home Equity Trust 2006-3), Servicing Agreement (GSAA Home Equity Trust 2006-3)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 9.20 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Servicer, the Backup Servicer, the Certificate Insurer, the Servicing Administrator and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the Seller, the Servicer, the Trustee Backup Servicer, the Servicing Administrator and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.21 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.19 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the any Rating AgenciesAgency, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.189.21, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating Agencies.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Terwin Mortgage Trust, Series TMTS 2005-12alt), Pooling and Servicing Agreement (Terwin Mortgage Trust, Series TMTS 2005-16he)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 9.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its the predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.189.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bcap LLC), Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2006-Wm1)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 8.07 hereof shall execute, acknowledge and deliver to the Trustee, Depositor and the Depositor, the Seller, the Master Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The predecessor Securities Administrator shall deliver to the successor Securities Administrator all moneys held in any Trust Account hereunder, as well as all moneys, held by it hereunder and the Depositor, the Seller, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, as applicable, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 8.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 8.06 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated Offered Notes by the either Rating AgenciesAgency, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.188.08, the successor Securities Administrator shall mail notice of such the appointment of a successor Securities Administrator hereunder to all Holders of Certificates Securityholders at their addresses as shown in the Certificate Register or the Note Register, as applicable, and to the each Rating AgenciesAgency.

Appears in 2 contracts

Samples: Execution (PHH Mortgage Trust, Series 2008-Cim2), Sale and Servicing Agreement (PHH Mortgage Trust, Series 2008-Cim1)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 9.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer NIM Insurer and to its the predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.189.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates and the NIM Insurer. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2006-Nc1), Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2006-Nc1)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 2 contracts

Samples: Master Servicing and Trust Agreement (GSAA Home Equity Trust 2006-1), Trust Agreement (GSAA Home Equity Trust 2006-2)

Successor Securities Administrator. Any successor Securities Administrator securities administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator securities administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, securities administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator securities administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator securities administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator of appointment as provided in this Section 8.1810.08, the successor Securities Administrator Depositor shall mail notice of the succession of such appointment Securities Administrator hereunder to all Holders of Certificates Certificates. If the Depositor fails to mail such notice within [ ] days after acceptance by the successor securities administrator of appointment, the successor securities administrator shall cause such notice to be mailed at their addresses as shown in the Certificate Register and to expense of the Rating AgenciesDepositor.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Structured Asset Securities Corp), Pooling and Servicing Agreement (Hsi Asset Securitization Corp)

Successor Securities Administrator. Any successor Securities Administrator securities administrator appointed as provided in Section 8.17 hereof 11.05 shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Trustee and to its the predecessor Securities Administrator securities administrator an instrument accepting such appointment hereunder, under the Trust Agreement and thereupon the resignation or removal of the predecessor Securities Administrator securities administrator shall become effective, effective and such successor Securities Administrator securities administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderthereunder, with the like effect as if originally named as Securities Administratorsecurities administrator therein. The Depositorpredecessor securities administrator shall deliver to the successor securities administrator, all Trustee Mortgage Loan Files and related documents and statements held by it under the Seller, the Servicer, Trust Agreement and the Trustee and the predecessor Securities Administrator securities administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administratorsecurities administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator as provided in this Section 8.18Section, the successor Securities Administrator Trustee shall mail notice of the succession of such appointment hereunder securities administrator under the Trust Agreement to the Rating Agencies and all Holders of Certificates at their addresses as shown in the Certificate Register and Register. Notwithstanding anything to the Rating Agenciescontrary contained herein, the appointment of any successor securities administrator pursuant to any provisions of this Agreement will be subject to the prior written consent of the Trustee, which consent will not be unreasonably withheld.

Appears in 2 contracts

Samples: Trust Agreement (GSR Mortgage Loan Trust 2004-12), Trust Agreement (GSR Mortgage Loan Trust 2004-12)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 9.20 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Servicer, the Backup Servicer, the Servicing Administrator and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the Seller, the Servicer, the Trustee Backup Servicer, the Servicing Administrator and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.21 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.19 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the any Rating AgenciesAgency, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.189.21, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating Agencies.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Terwin Mortgage Trust Asset-Backed Certificates, Series TMTS 2005-6he), Pooling and Servicing Agreement (Terwin Mortgage Trust, Series TMTS 2005-10he)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 hereof 8.12 shall execute, acknowledge and deliver to the Trustee, the Depositor, the SellerSellers, the Subservicer, the Master Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the SellerSellers, the ServicerSubservicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. 108 No successor Securities Administrator shall accept appointment as provided in this Section 8.18 8.13 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof 8.11 and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates Notes rated by the any Rating AgenciesAgency, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.188.13, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates Notes at their addresses as shown in the Certificate Note Register and to the Rating Agencies.

Appears in 1 contract

Samples: Transfer and Servicing Agreement (FBR Securitization, Inc.)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities 100 Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Mortgage Loan Sale and Servicing Agreement (GSAA Home Equity Trust 2006-6)

Successor Securities Administrator. 143- Any successor Securities Administrator appointed as provided in Section 8.17 9.20 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, each Servicer, the Backup Servicer, the Master Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the Seller, the each Servicer, the Trustee Backup Servicer, the Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.21 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.19 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.189.21, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating Agencies.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Merrill Lynch Mort Inv Inc Asst Back Certs Ser TMTS 2004 5he)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator 117 herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Servicing Agreement (GSAA Home Equity Trust 2007-3)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 hereof 8.12 shall execute, acknowledge and deliver to the TrusteeDepositor, the DepositorIssuer, the Indenture Trustee, the Seller, the Servicer, the Credit Risk Manager, the Note Insurer, the Master Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the Issuer, the Seller, the Indenture Trustee, the Servicer, the Trustee Credit Risk Manager, the Master Servicer, the Note Insurer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 8.13 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof 8.11, shall be acceptable to the Note Insurer, and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates Notes rated by any Rating Agency (without regard to the Rating AgenciesNote Insurance Policy), as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.188.13, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates Notes at their addresses as shown in the Certificate Note Register and to the Rating Agencies.

Appears in 1 contract

Samples: Transfer and Servicing Agreement (FBR Securitization Trust 2005-1)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 9.20 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, each Servicer, the Backup Servicer, the Master Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the Seller, the each Servicer, the Trustee Backup Servicer, the Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.21 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.19 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.189.21, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating Agencies.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Merrill Lynch Mort Inv Inc Asst Back Certs Ser TMTS 2004 3he)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 8.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, Sellers and the Master Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderhereunder (including, without limitation, its rights, powers, duties and obligations as Auction Administrator under the Auction Administration Agreement), with like effect as if originally named as Securities Administrator. The Depositor, the SellerSellers, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, as applicable, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 8.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 8.06 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated Offered Notes by the either Rating AgenciesAgency, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.188.08, the successor Securities Administrator shall mail notice of such the appointment of a successor Securities Administrator hereunder to all Holders of Certificates Securityholders at their addresses as shown in the Certificate Register or the Note Register, as applicable, and to the each Rating Agencies.Agency. 120

Appears in 1 contract

Samples: Sale and Servicing Agreement (Thornburg Mortgage Securities Corp)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities 101 Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Servicing and Trust Agreement (GSAA Home Equity Trust 2006-18)

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Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator predecessor, securities administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Assignment and Recognition Agreement (BCAP LLC Trust 2006-Aa2)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 9.20 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, each Servicer, the Servicer Backup Servicer, the Master Servicer, the Certificate Insurer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the Seller, the each Servicer, the Trustee Backup Servicer, the Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.21 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.19 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating AgenciesAgency, as evidenced by a letter from each the Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.189.21, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesAgency.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Terwin Mortgage Trust, Series 2004-11he)

Successor Securities Administrator. Any successor Securities Administrator securities administrator appointed as provided in Section 8.17 hereof 11.05 shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Trustee and to its the predecessor Securities Administrator securities administrator an instrument accepting such appointment hereunder, under this Agreement and thereupon the resignation or removal of the predecessor Securities Administrator securities administrator shall become effective, effective and such successor Securities Administrator securities administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderthereunder, with the like effect as if originally named as Securities Administratorsecurities administrator therein. The Depositorpredecessor securities administrator shall deliver to the successor securities administrator, the Seller, the Servicer, all Trustee Mortgage Loan Files and related documents and statements held by it under this Agreement and the Trustee and the predecessor Securities Administrator securities administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administratorsecurities administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator as provided in this Section 8.18Section, the successor Securities Administrator Trustee shall mail notice of the succession of such appointment hereunder securities administrator under this Agreement to all Holders of Certificates at their addresses as shown in the Certificate Register and Register. Notwithstanding anything to the Rating Agenciescontrary contained herein, the appointment of any successor securities administrator pursuant to any provisions of this Agreement will be subject to the prior written consent of the Trustee, which consent will not be unreasonably withheld.

Appears in 1 contract

Samples: Master Servicing and Trust Agreement (Gs Mortgage Securities Corp Gsamp Trust 2004-Sea1)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 9.17 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer, the Backup Servicer, the Master Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the Seller, the Servicer, the Trustee Backup Servicer, the Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.189.18, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating Agencies.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I LLC)

Successor Securities Administrator. Any successor Securities Administrator securities administrator appointed as provided in Section 8.17 hereof 7.05 shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Trustee and to its the predecessor Securities Administrator securities administrator an instrument accepting such appointment hereunder, under the Trust Agreement and thereupon the resignation or removal of the predecessor Securities Administrator securities administrator shall become effective, effective and such successor Securities Administrator securities administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderthereunder, with the like effect as if originally named as Securities Administratorsecurities administrator therein. The Depositorpredecessor securities administrator shall deliver to the successor securities administrator, all Mortgage Files and related documents and statements held by it under the Seller, the Servicer, Trust Agreement and the Trustee and the predecessor Securities Administrator securities administrat or shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administratorsecurities administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator as provided in this Section 8.18Section, the successor Securities Administrator Trustee shall mail notice of the succession of such appointment hereunder securities administrator under the Trust Agreement to all Holders of Certificates at their addresses as shown in the Certificate Register and Register. Notwithstanding anything to the Rating Agenciescontrary contained herein, the appointment of any successor securities administrator pursuant to any provisions of this Agreement will be subject to the prior written consent of the Trustee, which consent will not be unreasonably withheld.

Appears in 1 contract

Samples: Trust Agreement (BancCap Asset Securitization Issuance Corp, BASIC Asset Backed Securities Trust 2006-1, Mortgage Pass-Through Certificates, Series 2006-1)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. 115 Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Master Servicing and Trust Agreement (GSR Mortgage Loan Trust 2007-Oa1)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, Swap Provider and the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-Nc4)

Successor Securities Administrator. Any successor Securities Administrator securities administrator appointed as provided in Section 8.17 hereof 11.05 shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer [Delaware] Trustee and to its the predecessor Securities Administrator securities administrator an instrument accepting such appointment hereunder, under the Trust Agreement and any Supplemental Trust Agreement and thereupon the resignation or removal of the predecessor Securities Administrator securities administrator shall become effective, effective and such successor Securities Administrator securities administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderthereunder, with the like effect as if originally named as Securities Administratorsecurities administrator therein. The Depositorpredecessor securities administrator shall deliver to the successor securities administrator, all Mortgage Loan Files and related documents and statements held by it under the Seller, Trust Agreement and the Servicer, the [Delaware] Trustee and the predecessor Securities Administrator securities administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administratorsecurities administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator as provided in this Section 8.18Section, the successor Securities Administrator [Delaware] Trustee shall mail notice of the succession of such appointment hereunder securities administrator under the Trust Agreement to all Holders of Certificates at their addresses as shown in the Certificate Register and Register. Notwithstanding anything to the Rating Agenciescontrary contained herein, the appointment of any successor securities administrator pursuant to any provisions of this Agreement will be subject to the prior written consent of the [Delaware] Trustee, which consent will not be unreasonably withheld.

Appears in 1 contract

Samples: Trust Agreement (Gs Mortgage Securities Corp)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the Seller, the Servicer, the Trustee Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.18, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating Agencies.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (J.P. Morgan Mortgage Acquisition Corp. 2005-Opt1)

Successor Securities Administrator. Any successor Securities Administrator securities administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator securities administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, securities administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator securities administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator securities administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator of appointment as provided in this Section 8.1810.08, the successor Securities Administrator Depositor shall mail notice of the succession of such appointment Securities Administrator hereunder to all Holders of Certificates and the Cap Counterparty. If the Depositor fails to mail such notice within 10 days after acceptance by the successor securities administrator of appointment, the successor securities administrator shall cause such notice to be mailed at their addresses as shown in the Certificate Register and to expense of the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (HSI Asset Loan Obligation Trust 2007-Wf1)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer and to its predecessor Securities Administrator Administrator, the Class AF-3W Certificate Insurer and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by (without regard to the Rating AgenciesClass AF-3W Certificate Insurance Policy), as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates and the Class AF-3W Certificate Insurer. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Flow Servicing Agreement (GSAA Home Equity 2005-12)

Successor Securities Administrator. Any successor Securities Administrator (which may be the [Delaware] Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor predecessor, the Securities Administrator and the [Delaware] Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the Seller[Delaware] Trustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the appointment of Rating Agency Condition shall have been satisfied with respect to such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agencyappointment. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Distribution Instructions (Gs Mortgage Securities Corp)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the TrusteeClass A-1 Certificate Insurer, the Depositor, Swap Provider and the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerClass A-1 Certificate Insurer, the ServicerTrustee, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.18, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating Agencies.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Abs Capital I Inc)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating Agencies.Depositor. 110

Appears in 1 contract

Samples: Servicing Agreement (GSAA Home Equity Trust 2006-20)

Successor Securities Administrator. Any successor Securities Administrator securities administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator securities administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, securities administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator securities administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator securities administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator of appointment as provided in this Section 8.1810.08, the successor Securities Administrator Depositor shall mail notice of the succession of such appointment Securities Administrator hereunder to all Holders of Certificates at their addresses as shown in Certificates. If the Certificate Register and Depositor fails to the Rating Agencies.mail such notice

Appears in 1 contract

Samples: Pooling and Servicing Agreement (HSI Asset Loan Obligation Trust 2007-Ar1)

Successor Securities Administrator. Any successor Xxx xxccessor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor predecessor, the Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (GSAMP Trust 2005-He6)

Successor Securities Administrator. Any successor Securities Administrator securities administrator appointed as provided in Section 8.17 hereof 11.05 shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Trustee and to its the predecessor Securities Administrator an instrument accepting such appointment hereunder, under the Trust Agreement and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator securities administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderthereunder, with the like effect as if originally named as Securities Administratorsecurities administrator therein. The Depositorpredecessor Securities Administrator shall deliver to the successor securities administrator, all Trustee Mortgage Loan Files and related documents and statements held by it under the Seller, the Servicer, Trust Agreement and the Trustee and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administratorsecurities administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator as provided in this Section 8.18Section, the successor Securities Administrator Trustee shall mail notice of the succession of such appointment hereunder securities administrator under the Trust Agreement to all Holders of Certificates at their addresses as shown in the Certificate Register and Register. Notwithstanding anything to the Rating Agenciescontrary contained herein, the appointment of any successor securities administrator pursuant to any provisions of this Agreement will be subject to the prior written consent of the Trustee, which consent will not be unreasonably withheld.

Appears in 1 contract

Samples: Trust Agreement (STARM Mortgage Loan Trust 2007-4)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 10.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of 104 appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Servicing Agreement (GSAA Home Equity Trust 2006-12)

Successor Securities Administrator. Any successor Securities Administrator appointed as provided in Section 8.17 hereof 8.12 shall execute, acknowledge and deliver to the Trustee, the Depositor, the SellerSellers, the Servicer, the Master Servicer and to its predecessor Securities Administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, and such successor Securities Administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Securities Administrator. The Depositor, the SellerSellers, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Securities Administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 8.13 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof 8.11 and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates Notes rated by the any Rating AgenciesAgency, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator as provided in this Section 8.188.13, the successor Securities Administrator shall mail notice of such appointment hereunder to all Holders of Certificates Notes at their addresses as shown in the Certificate Note Register and to the Rating Agencies.

Appears in 1 contract

Samples: Transfer and Servicing Agreement (First NLC Securitization, Inc.)

Successor Securities Administrator. Any successor Securities Administrator securities administrator appointed as provided in Section 8.17 hereof 11.06 shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Trustee and to its the predecessor Securities Administrator securities administrator an instrument accepting such appointment hereunder, under this Agreement and thereupon the resignation or removal of the predecessor Securities Administrator securities administrator shall become effective, effective and such successor Securities Administrator securities administrator without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderthereunder, with the like effect as if originally named as Securities Administratorsecurities administrator therein. The Depositorpredecessor securities administrator shall deliver to the successor securities administrator, the Seller, the Servicer, all Mortgage Loan Documents and related documents and statements held by it under this Agreement and the Trustee and the predecessor Securities Administrator securities administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administratorsecurities administrator, all such rights, powers, duties and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 hereof and the appointment of such successor Securities Administrator shall not result in a downgrading of the Classes of Certificates rated by the Rating Agencies, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator securities administrator as provided in this Section 8.1811.07, the successor Securities Administrator Trustee shall mail notice of the succession of such appointment hereunder securities administrator under this Agreement to all Holders of Certificates at their addresses as shown in the Certificate Register and Register. Notwithstanding anything to the Rating Agenciescontrary contained herein, the appointment of any successor securities administrator pursuant to any provisions of this Agreement will be subject to the prior written consent of the Trustee, which consent will not be unreasonably withheld.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gsamp Trust 2004-Sd1)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 10.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator predecessor, the Master Servicer and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Master Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 10.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated by the Rating AgenciesCertificates, as evidenced confirmed in writing by a letter from each Rating Agency. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.1810.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-S4)

Successor Securities Administrator. Any successor Securities Administrator (which may be the Trustee) appointed as provided in Section 8.17 9.07 hereof shall execute, acknowledge and deliver to the Trustee, the Depositor, the Seller, the Servicer Depositor and to its predecessor Securities Administrator and the Trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor Securities Administrator shall become effective, effective and such successor Securities Administrator Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Securities AdministratorAdministrator herein. The Depositor, the SellerTrustee, the Servicer, the Trustee Servicer and the predecessor Securities Administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor Securities Administrator, Administrator all such rights, powers, duties duties, and obligations. No successor Securities Administrator shall accept appointment as provided in this Section 8.18 9.08 unless at the time of such acceptance such successor Securities Administrator shall be eligible under the provisions of Section 8.16 9.06 hereof and the its appointment of such successor Securities Administrator shall not result in a downgrading adversely affect the then current rating of the Classes of Certificates rated Certificates, as confirmed in writing by each Rating Agency and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Rating Agencies, as evidenced by Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a letter from each Rating Agencyreplacement Securities Administrator. Upon acceptance of appointment by a successor Securities Administrator of appointment as provided in this Section 8.189.08, the Depositor shall mail notice of the succession of such Securities Administrator hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within ten (10) days after acceptance by the successor Securities Administrator of appointment, the successor Securities Administrator shall mail cause such notice to be mailed at the expense of such appointment hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to the Rating AgenciesDepositor.

Appears in 1 contract

Samples: Trust Agreement (GSAA Home Equity Trust 2006-13)

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