Common use of Successors and Assigns; Assignment of Agreement Clause in Contracts

Successors and Assigns; Assignment of Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Originator, the Purchaser and their respective successors and assigns. The obligations of the Seller and the Originator under this Agreement cannot be assigned or delegated to a third party without the consent of the Purchaser, which consent shall be at the Purchaser's sole discretion. The parties hereto acknowledge that the Purchaser is acquiring the Contracts for the purpose of selling them to the Issuer who will in turn pledge the Contracts to the Indenture Trustee for the benefit of the Noteholders and the Certificateholders. As an inducement to the Purchaser to purchase the Contracts, the Seller and the Originator acknowledge and consent to (i) the assignment by the Purchaser to the Issuer of all of the Purchaser's rights against the Seller and the Originator pursuant to this Agreement and to the enforcement or exercise of any right or remedy against the Seller and the Originator pursuant to this Agreement as assigned by the Purchaser and (ii) the assignment by the Issuer to the Indenture Trustee of such rights and to the enforcement or exercise of any right or remedy by the Indenture Trustee, or the Servicer acting pursuant to the Servicing Agreement, against the Seller and the Originator pursuant to this Agreement as assigned by the Issuer. Such enforcement of a right or remedy by the Issuer, the Owner Trustee, the Servicer or the Indenture Trustee, as applicable, shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.

Successors and Assigns; Assignment of Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the OriginatorPurchaser, the Purchaser Insurer and their respective successors and assignsthe Indenture Trustee. The Indenture Trustee shall be an express third-party beneficiary to Section 2.04. The obligations of the Seller and the Originator under this Agreement cannot be assigned or delegated to a third party without the consent of the PurchaserPurchaser and the Insurer, which consent shall be at the Purchaser's sole ’s and the Insurer’s reasonable discretion, except that the Purchaser acknowledges and agrees that the Seller may with the consent of the Insurer assign its obligations hereunder to any Person into which the Seller is merged or any corporation resulting from any merger, conversion or consolidation to which the Seller is a party or any Person succeeding to the business of the Seller. The parties hereto acknowledge that the Purchaser is acquiring the Contracts Mortgage Loans for the purpose of selling contributing them to the Issuer who a trust that will issue a series of notes and certificates representing interests in turn pledge the Contracts to the Indenture Trustee for the benefit of the Noteholders and the Certificateholderssuch Mortgage Loans. As an inducement to the Purchaser to purchase the ContractsMortgage Loans, the Seller acknowledges and the Originator acknowledge and consent consents to (i) the assignment by the Purchaser to the Issuer Indenture Trustee of all of the Purchaser's ’s rights against the Seller and the Originator pursuant to this Agreement insofar as such rights relate to Mortgage Loans transferred to such Indenture Trustee and to the enforcement or exercise of any right or remedy against the Seller and the Originator pursuant to this Agreement as assigned by the Purchaser and (ii) the assignment by the Issuer to the Indenture Trustee of such rights under the Sale and to the enforcement or exercise of any right or remedy by the Indenture Trustee, or the Servicer acting pursuant to the Servicing Agreement, against the Seller and the Originator pursuant to this Agreement as assigned by the Issuer. Such enforcement of a right or remedy by the Issuer, the Owner Trustee, the Servicer or the Indenture Trustee, as applicable, Trustee shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.

Successors and Assigns; Assignment of Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Originator, the Purchaser and their respective successors and assigns. The obligations of the Seller and the Originator under this Agreement cannot be assigned or delegated to a third party without the consent of the PurchaserPurchaser and the Note Insurer, which consent shall be at the Purchaser's and the Note Insurer's sole discretion. The parties hereto acknowledge that the Purchaser is acquiring the Contracts for the purpose of selling them to the Issuer who will in turn pledge the Contracts to the Indenture Trustee for the benefit of the Note Insurer, the Noteholders and the Certificateholders. As an inducement to the Purchaser to purchase the Contracts, the Seller and the Originator acknowledge and consent to (i) the assignment by the Purchaser to the Issuer of all of the Purchaser's rights against the Seller and the Originator pursuant to this Agreement and to the enforcement or exercise of any right or remedy against the Seller and the Originator pursuant to this Agreement as assigned by the Purchaser and (ii) the assignment by the Issuer to the Indenture Trustee and the Note Insurer of such rights and to the enforcement or exercise of any right or remedy by the Indenture TrusteeTrustee and the Note Insurer, or the Servicer acting pursuant to the Servicing Agreement, against the Seller and the Originator pursuant to this Agreement as assigned by the Issuer. Such enforcement of a right or remedy by the Issuer, the Note Insurer, the Owner Trustee, the Servicer or the Indenture Trustee, as applicable, shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.

Successors and Assigns; Assignment of Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, Transferor and the Originator, the Purchaser Depositor and their respective successors and assigns, the Trustee. The obligations of the Seller and the Originator Transferor under this Agreement cannot be assigned or delegated to a third party without the consent of the PurchaserDepositor, which consent shall be at the PurchaserDepositor's sole discretion. The parties hereto acknowledge that the Purchaser Depositor, as agent of the Transferor, is acquiring obtaining the Contracts Mortgage Loans solely for the purpose of selling them and assigning all of its rights under this Agreement and under the Mortgage Loan Purchase Agreement to the Issuer who will in turn pledge the Contracts to the Indenture Trustee Trust Fund for the benefit of the Noteholders and the Certificateholders. As an inducement to the Purchaser Depositor to purchase acquire the ContractsMortgage Loans, the Seller Transferor acknowledges and the Originator acknowledge and consent consents to (i) the assignment by the Purchaser Depositor to the Issuer of all of the Purchaser's rights against the Seller and the Originator pursuant to this Agreement and to the enforcement or exercise of any right or remedy against the Seller and the Originator pursuant to this Agreement as assigned by the Purchaser and (ii) the assignment by the Issuer to the Indenture Trustee Trust Fund of such rights and to the enforcement or exercise of any right or remedy by the Indenture Trustee, or the Servicer acting pursuant to the Servicing Agreement, against the Seller and the Originator Transferor pursuant to this Agreement and the Mortgage Loan Purchase Agreement as assigned by the IssuerDepositor and (ii) to the enforcement or exercise of any right or remedy against the Transferor pursuant to this Agreement. Such enforcement of a right or remedy by the Issuer, the Owner Trustee, the Servicer Trust Fund or the Indenture Trustee, as applicable, shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser Depositor directly. The Trustee is an express third-party beneficiary to this Agreement.

Successors and Assigns; Assignment of Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the SellerTransferor, the OriginatorDepositor, the Purchaser Issuer and their respective successors and assigns, the Indenture Trustee. The obligations of the Seller and the Originator Transferor under this Agreement cannot be assigned or delegated to a third party without the consent of the PurchaserDepositor and the Issuer, which consent shall be at the PurchaserDepositor's and the Issuer's sole discretion. The parties hereto acknowledge that the Purchaser Depositor, as agent of the Transferor, is acquiring the Contracts Mortgage Loans solely for the purpose of selling them and assigning all of its rights under this Agreement and under the Mortgage Loan Purchase Agreement to the Issuer Issuer, who will in turn pledge the Contracts Mortgage Loans and assign all of its rights under this Agreement and the Mortgage Loan Purchase Agreement to the Indenture Trustee for the benefit of the Noteholders and the CertificateholdersNoteholders. As an inducement to the Purchaser Depositor to purchase acquire the ContractsMortgage Loans, the Seller Transferor acknowledges and the Originator acknowledge and consent consents to (i) the assignment by the Purchaser Depositor to the Issuer of all of the Purchaser's rights against the Seller and the Originator pursuant to this Agreement and to the enforcement or exercise of any right or remedy against the Seller and the Originator pursuant to this Agreement as assigned by the Purchaser and (ii) the assignment by the Issuer to the Indenture Trustee of such rights and to the enforcement or exercise of any right or remedy by the Indenture Trustee, or the Servicer acting pursuant to the Servicing Agreement, against the Seller and the Originator Transferor pursuant to this Agreement and the Mortgage Loan Purchase Agreement as assigned by the IssuerDepositor and (ii) the assignment by the Issuer to the Indenture Trustee for the benefit of the Noteholders of such rights and to the enforcement or exercise of any right or remedy against the Transferor pursuant to this Agreement. Such enforcement of a right or remedy by the Issuer, the Owner Trustee, the Servicer Trustee or the Indenture Trustee, as applicable, shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser Depositor directly. The Indenture Trustee is an express third-party beneficiary to this Agreement.

Successors and Assigns; Assignment of Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Originator, the Purchaser and their respective successors and assigns. The obligations of the Seller and the Originator under this Agreement cannot be assigned or delegated to a third party without the consent of the Purchaser, which consent shall be at the Purchaser's sole discretion. The parties hereto acknowledge that the Purchaser is acquiring the Contracts Assets for the purpose of selling them to the Issuer who will in turn pledge the Contracts Assets to the Indenture [Indenture] Trustee for the benefit of the Noteholders and the Certificateholders. As an inducement to the Purchaser to purchase the ContractsAssets, the Seller and the Originator acknowledge and consent to (i) the assignment by the Purchaser to the Issuer of all of the Purchaser's rights against the Seller and the Originator pursuant to this Agreement and to the enforcement or exercise of any right or remedy against the Seller and the Originator pursuant to this Agreement as assigned by the Purchaser and (ii) the assignment by the Issuer to the Indenture [Indenture] Trustee of such rights and to the enforcement or exercise of any right or remedy by the Indenture [Indenture] Trustee, or the Servicer acting pursuant to the Servicing Agreement [Pooling and Servicing Agreement], against the Seller and the Originator pursuant to this Agreement [as assigned by the Issuer]. Such enforcement of a right or remedy by the Issuer, the Owner Trustee, the Servicer or the Indenture [Indenture] Trustee, as applicable, shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.

Successors and Assigns; Assignment of Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Originator, Company and the Purchaser and their the respective permitted successors and assigns. The obligations assigns of the Seller Company and the Originator under permitted successors and assigns of the Purchaser. After the Closing Date, this Agreement canshall not be assigned assigned, pledged or delegated hypothecated by the Company to a third party without the prior written consent of the Purchaser, which consent shall may be at withheld by the Purchaser's Purchaser in its sole discretion. The parties hereto acknowledge that Purchaser shall have the right, with the written consent of the Company but subject to the limits set forth in Section 2.02 hereof, to assign, in whole or in part, its interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any person to exercise any rights of the Purchaser is acquiring hereunder, by executing an Assignment, Assumption and Recognition Agreement, and the Contracts for the purpose of selling them assignee or designee shall accede to the Issuer who will in turn pledge the Contracts to the Indenture Trustee for the benefit rights and obligations hereunder of the Noteholders and the CertificateholdersPurchaser with respect to such Mortgage Loans. As an inducement All references to the Purchaser in this Agreement shall be deemed to purchase include its assignee or designee, subject to the Contractsprovisions of this Section 11.07, and in the Seller event the Purchaser assigns this Agreement, and the Originator acknowledge and consent to (i) the assignment by the Purchaser to the Issuer of all assignee assumes any of the Purchaser's rights against obligations hereunder, the Seller Company acknowledges and agrees to look solely to such assignee, and not the Purchaser, for performance of the obligations so assumed and the Originator pursuant Purchaser shall be relieved from any liability to the Company with respect thereto. The Successor Servicer shall be an intended third party beneficiary of this Agreement and to the enforcement or exercise of any right or remedy against the Seller and the Originator pursuant to this Agreement same extent as assigned by the Purchaser and (ii) the assignment by the Issuer to the Indenture Trustee of such rights and to the enforcement or exercise of any right or remedy by the Indenture Trustee, or the Servicer acting pursuant to the Servicing Agreement, against the Seller and the Originator pursuant to this Agreement as assigned by the Issuer. Such enforcement of if it were a right or remedy by the Issuer, the Owner Trustee, the Servicer or the Indenture Trustee, as applicableparty hereto, shall have the same force right to enforce the provisions of this Agreement, and effect as if the right or remedy had been enforced or exercised shall be bound by the Purchaser directlyprovisions of Section 9.01 of this Agreement.

Successors and Assigns; Assignment of Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the Originator, Seller and the Purchaser and their the respective permitted successors and assigns. The obligations assigns of the Seller and the Originator under successors and assigns of the Purchaser. After the Closing Date, this Agreement canshall not be assigned assigned, pledged or delegated hypothecated by the Seller to a third party without the prior written consent of the Purchaser, which consent shall may be at withheld by the Purchaser's Purchaser in its sole discretion. The parties hereto acknowledge that Purchaser shall have the right, without the consent of the Seller, to assign, in whole or in part, its interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any person to exercise any rights of the Purchaser is acquiring hereunder, by executing an Assignment, Assumption and Recognition Agreement, and the Contracts for the purpose of selling them assignee or designee shall accede to the Issuer who will in turn pledge the Contracts to the Indenture Trustee for the benefit rights and obligations hereunder of the Noteholders and the CertificateholdersPurchaser with respect to such Mortgage Loans. As an inducement All references to the Purchaser in this Agreement shall be deemed to purchase include its assignee or designee. In the Contractsevent the Purchaser assigns this Agreement, and the assignee assumes any of the Purchaser’s obligations hereunder, the Seller acknowledges and agrees to look first to such assignee, and not the Originator acknowledge and consent Purchaser, for performance of the obligations so assumed and, solely to (i) the assignment by extent such assignee fulfills Purchaser’s obligation, the Purchaser shall be relieved from any liability to the Issuer Seller with respect thereto. The Successor Servicer shall be an intended third party beneficiary of all of the Purchaser's rights against the Seller and the Originator pursuant to this Agreement and to the enforcement or exercise of any right or remedy against the Seller same extent as if it were a party hereto and the Originator pursuant to this Agreement as assigned by the Purchaser and (ii) the assignment by the Issuer to the Indenture Trustee of such rights and to the enforcement or exercise of any right or remedy by the Indenture Trustee, or the Servicer acting pursuant to the Servicing Agreement, against the Seller and the Originator pursuant to this Agreement as assigned by the Issuer. Such enforcement of a right or remedy by the Issuer, the Owner Trustee, the Servicer or the Indenture Trustee, as applicable, shall have the same force and effect as if right to enforce the right or remedy had been enforced or exercised by the Purchaser directlyprovisions of this Agreement.

Successors and Assigns; Assignment of Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, the OriginatorPurchaser, the Purchaser Insurer and their respective successors and assignsthe Indenture Trustee. The Indenture Trustee shall be an express third-party beneficiary to Section 2.04. The obligations of the Seller and the Originator under this Agreement cannot be assigned or delegated to a third party without the consent of the PurchaserPurchaser and the Insurer, which consent shall be at the Purchaser's sole ’s and the Insurer’s reasonable discretion, except that the Purchaser acknowledges and agrees that the Seller may with the consent of the Insurer assign its obligations hereunder to any Person into which the Seller is merged or any corporation resulting from any merger, conversion or consolidation to which the Seller is a party or any Person succeeding to the business of the Seller. The parties hereto acknowledge that the Purchaser is acquiring the Contracts Mortgage Loans for the purpose of selling contributing them to the Issuer who a trust that will issue a series of notes and certificates representing interests in turn pledge the Contracts to the Indenture Trustee for the benefit of the Noteholders and the Certificateholderssuch Mortgage Loans. As an inducement to the Purchaser to purchase the ContractsMortgage Loans, the Seller acknowledges and the Originator acknowledge and consent consents to (i) the assignment by the Purchaser to the Issuer Indenture Trustee of all of the Purchaser's ’s rights against the Seller and the Originator pursuant to this Agreement insofar as such rights relate to Mortgage Loans transferred to such Indenture Trustee and to the enforcement or exercise of any right or remedy against the Seller and the Originator pursuant to this Agreement as assigned by the Purchaser and (ii) the assignment by the Issuer to the Indenture Trustee of such rights under the Sale and to the enforcement or exercise of any right or remedy by the Indenture Trustee, or the Servicer acting pursuant to the Servicing Agreement, against the Seller and the Originator pursuant to this Agreement as assigned by the Issuer. Such enforcement of a right or remedy by the Issuer, the Owner Trustee, the Servicer or the Indenture Trustee, as applicable, shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly.Servicing