Pending Perfection. The Seller undertakes to the Mortgages Trustee, each Funding Beneficiary and each Funding Security Trustee that, pending perfection under Clause 6 (Perfection of the Assignment), the Seller: (a) shall promptly notify the Mortgages Trustee, each Funding Beneficiary and (upon request) each Funding Security Trustee if it receives written notice of any litigation or claim calling into question in any material way the Seller's or the Mortgages Trustee's title to any Mortgage Loan comprised in the Mortgage Portfolio or its Related Security or if it becomes aware of any material breach of any of the Representations and Warranties or other obligations under this Agreement; and (b) shall, if reasonably required so to do by the Mortgages Trustee, participate or join in and lend its name to and take such other steps as may reasonably be required by the Mortgages Trustee in relation to, any legal proceedings in respect of the Mortgage Loans and their Related Security to the extent necessary to protect, preserve and enforce the Seller's or the Mortgages Trustee's or any Funding Beneficiary's or any Funding Security Trustee's title to or interest in any Mortgage Loan or its Related Security provided that the Seller is reimbursed, subject to and in accordance with the relevant priority of payments under and in accordance with the Transaction Documents, by the Mortgages Trustee and the Funding Beneficiaries for the reasonable legal expenses and costs of such proceedings.
Appears in 2 contracts
Sources: Mortgage Sale Agreement (Granite Finance Funding 2 LTD), Mortgage Sale Agreement (Granite Finance Trustees LTD)
Pending Perfection. The Seller undertakes to the Mortgages Trustee, each Funding Beneficiary and each Funding Security Trustee that, pending perfection under Clause 6 (Perfection of the Assignment), the Seller:
(a) shall promptly notify the Mortgages Trustee, each Funding Beneficiary and (upon request) each Funding Security Trustee if it receives written notice of any litigation or claim calling into question in any material way the Seller's or the Mortgages Trustee's title to any Mortgage Loan comprised in the Mortgage Portfolio or its Related Security or if it becomes aware of any material breach of any of the Representations and Warranties or other obligations under this Agreement; and
(b) shall, if reasonably required so to do by the Mortgages Trustee, participate or join in and lend its name to and take such other steps as may reasonably be required by the Mortgages Trustee in relation to, any legal proceedings in respect of the Mortgage Loans and their the Related Security to the extent necessary to protect, preserve and enforce the Seller's or the Mortgages Trustee's or any Funding Beneficiary's or any Funding Security Trustee's title to or interest in any Mortgage Loan or its Related Security provided that the Seller is reimbursed, subject to and in accordance with the relevant priority of payments under and in accordance with the Transaction Documents, by the Mortgages Trustee and the Funding Beneficiaries for the reasonable legal expenses and costs of such proceedings.
Appears in 1 contract
Sources: Mortgage Sale Agreement (Granite Finance Trustees LTD)