Common use of Transition and Expenses Clause in Contracts

Transition and Expenses. If the Asset Representations Reviewer resigns or is removed, the Asset Representations Reviewer will use commercially reasonable efforts to cooperate with the RPA Seller, the Servicer, the Transferor and the Indenture Trustee and take all actions reasonably requested to assist the RPA Seller, the Servicer, the Transferor and the Indenture Trustee in making an orderly transition of the Asset Representations Reviewer’s rights and obligations under this Agreement to the successor Asset Representations Reviewer, including, but not limited to, (i) transferring all Review Materials to the successor asset representations reviewer, (ii) returning or destroying all Confidential Information in its possession and (iii) making appropriate personnel available to respond to questions or requests from the Transferor or the Servicer, for a period of one year after the effective date of its resignation or removal. The Asset Representations Reviewer will bear its own costs and expenses in (x) ceasing to the Asset Representations Reviewer hereunder and (y) transitioning the Asset Representations Reviewer’s obligations under this Agreement. For the avoidance of doubt, the Asset Representations Reviewer will bear the costs and expenses relating to the procedures described in clauses (i), (ii) and (iii) of this subsection 5.03(c). In no event shall the Asset Representations Reviewer be responsible for the costs or expenses of any third party in connection with the transition to a successor asset representations reviewer, including the successor asset representations reviewer, the RPA Seller, the Transferor, the Servicer, the Issuer or the Indenture Trustee.

Transition and Expenses. If the Asset Representations Reviewer resigns or is removed, the Asset Representations Reviewer will use commercially reasonable efforts to cooperate with the RPA Seller, the Servicer, Servicer and the Transferor and the Indenture Trustee and to take all actions reasonably requested to assist the RPA Seller, the Servicer, Servicer and the Transferor and the Indenture Trustee in making an orderly transition of the Asset Representations Reviewer’s 's rights and obligations under this Agreement to the successor Asset Representations Reviewerasset representations reviewer, including, but not limited to, (i) transferring all Review Materials to the successor asset representations reviewer, (ii) returning or destroying all Confidential Information in its possession and (iii) making appropriate personnel available to respond to questions or requests from the Transferor or the Servicer, for a period of one (1) year after the effective date of its resignation or removal. The Asset Representations Reviewer will bear its own costs and expenses in (x) ceasing to the be an Asset Representations Reviewer hereunder and (y) transitioning assisting the Seller, the Servicer and the Transferor in making an orderly transition of the Asset Representations Reviewer’s 's obligations under this Agreement. For the avoidance of doubt, the Asset Representations Reviewer will bear the costs and expenses relating to the procedures Agreement as described in clauses (i), (ii) and (iii) of this subsection 5.03(c)above. In no event shall will the Asset Representations Reviewer be responsible for the costs or and expenses of any third party in connection with the transition to a successor asset representations representation reviewer, including the successor asset representations reviewer, the RPA Seller, the Transferor, the Servicer, the Issuer or the Indenture Trustee.