Assumption of Servicing Duties Clause Samples
The Assumption of Servicing Duties clause establishes the obligation of one party to take over the responsibilities of managing or servicing certain assets, accounts, or obligations, typically in the context of a transfer or assignment. In practice, this means that the designated party must perform all necessary administrative, operational, and reporting tasks associated with the servicing, such as collecting payments, maintaining records, or communicating with relevant stakeholders. This clause ensures a seamless transition of servicing responsibilities, preventing disruptions and clarifying which party is accountable for ongoing management after a change in control or assignment.
Assumption of Servicing Duties. (a) Upon written notification by the Administrative Agent to the Backup Collateral Manager and the Collateral Manager, which notice shall be binding upon the Collateral Manager, requesting the Backup Collateral Manager to become primary Collateral Manager with respect to the Collateral, the Backup Collateral Manager shall become Successor Collateral Manager under this Agreement in accordance with Section 11.09 hereof. Within thirty (30) Business Days following the aforesaid notice of Administrative Agent, the Backup Collateral Manager will commence the performance of such servicing duties as Successor Collateral Manager in accordance with the terms and conditions of this Agreement.
(b) The Backup Collateral Manager will have the right to assign its obligations hereunder with the prior written consent of the Administrative Agent and the Required Lenders, which consent shall not be unreasonably withheld. In addition, the Backup Collateral Manager may execute any of its duties under this Agreement (both as Backup Collateral Manager and as Successor Collateral Manager) by or through agents; provided that the Backup Collateral Manager shall remain primarily liable for the due performance of its duties hereunder.
Assumption of Servicing Duties. (a) Upon written notification by the Administrative Agent to the Backup Servicer and the Servicer exercising its right under and in accordance with Section 11.08 to appoint a Successor Servicer and the approval of the SBA if required by the SBA 504 Loan Program, which notice shall be binding upon the Backup Servicer, requesting the Backup Servicer to become Successor Servicer under this Agreement, the Backup Servicer shall become Successor Servicer under this Agreement in accordance with Section 11.08. Within forty-five (45) Business Days following the aforesaid notice of Administrative Agent, the Backup Servicer will commence the performance of such servicing duties as Successor Servicer in accordance with the terms and conditions of this Agreement.
(b) The Backup Servicer will have the right to assign its obligations hereunder with the prior written consent of the Administrative Agent and the Required Lenders, which consent shall not be unreasonably withheld. In addition, the Backup Servicer may execute any of its duties under this Agreement (both as Backup Servicer and as Successor Servicer) by or through agents; provided that the Backup Servicer shall remain primarily liable for the due performance of its duties hereunder.
Assumption of Servicing Duties. If any Event of Default has occurred and is continuing, in addition to all other rights and remedies under this Agreement or otherwise, the Lender Agent may, subject to any restrictions imposed by the relevant Servicing Contract (to the extent such restrictions are valid and enforceable under the applicable Uniform Commercial Code and other relevant Law), including any such requirements with respect to assignment of the related Borrower’s servicing duties or rights thereunder, act, or contract with one or more third Persons to act, as successor asset manager, servicer, special servicer or sub-servicer of each item of Collateral requiring asset management or servicing and perform all obligations required in connection with such Servicing Contracts. The Borrowers shall use their best efforts to effect any such assignment requested by the Lender Agent, including without limitation soliciting consent to such assignment and providing such records, data, access to systems and other assistance as may be necessary or advisable, in the judgment of the Lender Agent, to facilitate the assumption of servicing obligations by any such Person designated by the Lender Agent.