Common use of Use of Subservicers and Subcontractors Clause in Contracts

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02, 14.03(c) and (e), 14.04, 14.05 and 14.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 as and when required to be delivered. It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 and 14.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05, in each case as and when required to be delivered.

Appears in 6 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 2.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to ServicerCompany). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 2.02, 14.03(c) and 2.03(c), (e), 14.04(f) and (g), 14.05 2.04, 2.05, 2.06(a) and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 2.03(d) of this AgreementReg AB Addendum. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 2.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon written request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are Subcontractor that is “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, AB as determined by the Company and (iiiii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (iii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 2.05 and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.052.05, in each case as and when required to be delivered.

Appears in 6 contracts

Sources: Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2007-7ax), Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2007-14ar), Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2007-10xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 6 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-11ar)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.064.25. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. 4.25. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar daysBusiness Days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a4.25(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇ . ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, ▇▇ LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.@▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicerthe Company). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 4.25 and with Sections 14.026.04, 14.03(c6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii), 9.01(e)(viii) and (e), 14.04, 14.05 and 14.07 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(d9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 6.06 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Owner Purchaser, any Master Servicer and any Depositor (or any designee of the Depositor, such as a master servicer or an administrator) a written description (in form and substance satisfactory to the Owner Purchaser, such Depositor and such DepositorMaster Servicer) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 6.06 and 14.07 9.01(e) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation and other certifications required to be delivered by such Subcontractor under Section 14.056.06, in each case as and when required to be delivered.

Appears in 4 contracts

Sources: Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-10xs), Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, -▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton, Florida 33431, TelecopyTeleco▇▇: ▇▇▇-▇▇▇--5603 and emailed to: regab_servicer_notice@morganstanle▇.▇▇▇, ▇▇▇▇ and emailed to: ▇▇▇▇▇_a copy to Michael ▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇One World F▇▇▇▇▇▇▇▇ ▇▇▇▇▇r, New York, N▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇028▇, ▇▇▇▇▇, Telecopyelecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇h other address as such addr▇▇▇ ▇▇ ▇▇▇▇ Person may otherwise specify to ma▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 4 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-2), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-6ar)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 50▇▇ ▇5002 T-Rex Avenue, Su▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton▇ ▇▇ton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: regab_servicer_notice@morganstanley.▇▇▇, ▇▇▇▇ ▇ copy to Michael G▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP▇LP, On▇ ▇▇▇▇▇ ▇▇▇One World Fin▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇New York, ▇▇▇ New ▇▇▇▇, ▇▇▇81, ▇▇, Telecopy▇ecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇▇ other address as such Person addres▇ ▇▇ ▇▇▇▇ ▇▇rson may otherwise specify to Servicer▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇eller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 3 contracts

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-13arx), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-9ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-8ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, TelecopyFacsimile: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ LLP, , Cadwalader▇▇▇ ▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ .▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, TelecopyFacsimile: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 3 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-14sl), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-4sl), Servicing Agreement (MSM 2006-4sl)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, . Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to ServicerSeller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 3 contracts

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 50▇▇ ▇5002 T-Rex Avenue, Su▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton▇ ▇▇ton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: regab_servicer_notice@morganstanley.▇▇▇, ▇▇▇▇ ▇ copy to Michael G▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP▇LP, On▇ ▇▇▇▇▇ ▇▇▇One World Fin▇▇▇▇▇▇ ▇▇▇▇▇▇, N▇▇ ▇▇▇▇, ▇▇▇ ew ▇▇▇▇, ▇▇▇81, ▇▇, Telecopy▇ecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇▇ other address as such Person addres▇ ▇▇ ▇▇▇▇ ▇▇rson may otherwise specify to Servicer▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇ervicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 3 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-7), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-16ax), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-8ar)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 2.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, Sui▇▇ ▇-▇▇, ▇▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Ratonon, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: regab_servicer_notice@morganstanley.▇▇▇, ▇▇▇▇ ▇ copy to Michael Ga▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇P, One World Fina▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇New York, ▇▇▇ New ▇▇▇▇, ▇▇▇▇1, , Telecopy▇▇▇copy: 2▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other ▇▇ ▇▇▇▇ ▇ther address as such Person ▇▇ ▇▇▇▇ ▇▇▇son may otherwise specify to Servicero▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇mpany). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 2.02, 14.03(c) and 2.03(c), (e), 14.04(f) and (g), 14.05 2.04, 2.05, 2.06(a) and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 2.03(d) of this AgreementReg AB Addendum. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 2.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon written request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “Subcontractor that is "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, AB as determined by the Company and (iiiii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (iii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 2.05 and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.052.05, in each case as and when required to be delivered.

Appears in 3 contracts

Sources: Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2006-8ar), Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2006-9ar), Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2006-13arx)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: Michael Dryden, Barclays Bank PLC, 200 Park Avenue, New York, New York, ▇▇▇. ▇, ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇py: 212-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇412-▇▇▇-▇▇▇▇ 6846 and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.com, Cadwaladerwith a ▇▇▇▇ ▇▇ ▇▇▇hael Gambro, Cadw▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ , ▇▇▇▇▇▇▇▇▇ e World Financial ▇▇▇▇▇▇, ▇▇▇ ▇ork, New York, ▇▇▇▇▇, ▇▇lec▇▇▇: 212-50▇-▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other ▇▇ ▇▇▇▇ ▇▇▇▇▇ address as such Person may otherwise specify s▇▇▇ ▇▇▇▇▇▇ ▇ay otherw▇▇▇ ▇▇▇cify to Servicer)▇▇▇▇▇▇) to seek the consent of the Purchaser or any Depositor to the utilization of any Subservicer. The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 3 contracts

Sources: Pooling and Servicing Agreement (BCAP LLC Trust 2008-Ind1), Master Servicing and Trust Agreement (BCAP LLC Trust 2006-Aa2), Pooling and Servicing Agreement (BCAP LLC Trust 2008-Ind2)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: J▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 505▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: 5▇▇-▇▇▇-▇▇▇▇ and emailed to: r▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to M▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, W▇▇▇▇▇▇▇▇▇ & T▇▇▇, LLP, OnO▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: 2▇▇-▇▇▇-▇▇▇▇, Email: m▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 3 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Company as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Company as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to ServicerCompany). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 3 contracts

Sources: Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, ▇▇▇▇▇▇er Oversight Group, 5002 T-Rex Avenue, Suite 30▇, ▇▇▇▇ Raton, Florida 33431, Teleco▇▇: ▇▇▇-▇▇▇-5603 and emailed to: regab_servicer_notice@morganstanle▇.▇▇▇, ▇▇▇▇ a copy to Brian V▇▇▇▇▇, ▇▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇, ▇ ▇▇▇▇▇▇▇ ▇▇▇▇ Plaza, New York, ▇▇▇ ▇▇▇▇, ▇00▇▇, ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: 212-▇▇▇-▇▇▇-▇▇▇ and emailed to: , ▇▇▇▇▇_: ▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (, with a copy to ▇▇ch other add▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇Person m▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the ServicerServicer , and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the ServicerServicer . The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-17xs), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-1xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, S▇ ▇-▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton▇ ▇aton, Florida 33431, TelecopyTelecop▇: ▇▇▇-▇▇▇--5603 and emailed to: regab_servicer_notice@morganstanley.▇▇▇, ▇▇▇▇ and emailed to: ▇▇▇▇▇_▇ copy to Michael ▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇One World Fi▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇Ne▇ ▇▇▇▇, ▇▇281, ▇▇▇, Telecopylecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇▇ other address as such Person addre▇▇ ▇▇ ▇▇▇▇ ▇erson may otherwise specify to ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-1xs), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-11)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to ServicerSeller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Ave▇▇▇, ▇▇▇▇▇ ▇. ▇▇, ▇▇▇▇ Raton, Florida 33431, T▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-544-▇▇▇-▇▇▇▇ 5603, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇regab_servicer_notice@morgan▇▇▇▇▇▇▇.▇▇▇, with a copy to Michael ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇r, Wickersham & ▇▇▇▇Taft, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇One World Financ▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇rk, ▇▇▇81, Tel▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or ▇r such other address as ▇▇▇▇▇▇▇ ▇▇ such Person may otherwise specify Pers▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇fy to ServicerSeller). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-6ar)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 2.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, S▇ ▇-▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton▇ ▇aton, Florida 33431, TelecopyTelecop▇: ▇▇▇-▇▇▇--5603, and emailed to: regab_servicer_notice@morganstanle▇.▇▇▇, ▇▇▇▇ and emailed to: ▇▇▇▇▇_a copy to Michael ▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇One World Fi▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇New York, Ne▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇281, ▇▇▇▇▇, Telecopylecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇▇ other address as such Person addre▇▇ ▇▇ ▇▇▇▇ ▇erson may otherwise specify to Servicer▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ Company). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 2.02, 14.03(c) and 2.03(c), (e), 14.04(f) and (g), 14.05 2.04, 2.05, 2.06(a) and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 2.03(d) of this AgreementReg AB Addendum. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 2.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon written request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “Subcontractor that is "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, AB as determined by the Company and (iiiii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (iii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 2.05 and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.052.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2007-2ax), Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2007-1xs)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, -▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton, Florida 33431, TelecopyTeleco▇▇: ▇▇▇-▇▇▇--5603, and emailed to: regab_servicer_notice@morganstanl▇▇.▇▇▇, ▇▇▇▇ and emailed to: ▇▇▇▇▇_a copy to Michael ▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇One World F▇▇▇▇▇▇▇▇ ▇▇▇▇▇r, New York, N▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇028▇, ▇▇▇▇▇, Telecopyelecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇h other address as such addr▇▇▇ ▇▇ ▇▇▇▇ Person may otherwise specify to Servicerma▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ Seller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-2ax), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-2)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 50▇5002 T-Rex Avenue, Suit▇ ▇-▇▇, ▇▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Ratonn, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: regab_servicer_notice@morganstanley.c▇▇, ▇▇▇▇ ▇ ▇_opy to Michael Gam▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇, One World Finan▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ew York, ▇▇▇ ▇New Y▇▇▇, ▇▇▇▇▇, Telecopy: T▇▇▇▇opy: 21▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other ▇▇ ▇▇▇▇ ▇▇her address as such Person ▇▇ ▇▇▇▇ ▇▇▇▇on may otherwise specify to Servicerot▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇ler). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-12xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, Sui▇▇ ▇-▇▇, ▇▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Ratonon, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and ▇▇▇ emailed to: regab_servicer_notice@morganstanley.c▇▇, ▇▇▇▇ ▇ ▇opy to Michael Ga▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇P, One World Fina▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇Ne▇ ▇▇▇▇, ▇▇w ▇▇▇▇, ▇▇▇▇1, , Telecopy▇▇▇copy: 2▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other ▇▇ ▇▇▇▇ ▇ther address as such Person ▇▇ ▇▇▇▇ ▇▇▇son may otherwise specify to Servicero▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇rvicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-12xs), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02, 14.03(c) and (e), 14.04, 14.05 and 14.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 as and when required to be delivered. It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 and 14.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇ LLP, ▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.@▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the ServicerServicer , and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the ServicerServicer . The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 2 contracts

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 50▇▇ ▇5002 T-Rex Avenue, Su▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton▇ ▇▇ton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: regab_servicer_notice@morganstanley.▇▇▇, ▇▇▇▇ ▇ copy to Michael G▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP▇LP, On▇ ▇▇▇▇▇ ▇▇▇One World Fin▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇New York, ▇▇▇ New ▇▇▇▇, ▇▇▇81, ▇▇, Telecopy▇ecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇▇ other address as such Person addres▇ ▇▇ ▇▇▇▇ ▇▇rson may otherwise specify to Servicer▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇ervicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-6xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, -▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton, Florida 33431, TelecopyTeleco▇▇: ▇▇▇-▇▇▇--5603 and emailed to: regab_servicer_notice@morganstanle▇.▇▇▇, ▇▇▇▇ and emailed to: ▇▇▇▇▇_a copy to Michael ▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇One World F▇▇▇▇▇▇▇▇ ▇▇▇▇▇r, ▇▇▇ ▇▇▇▇, N▇▇ ▇▇▇▇, ▇▇▇▇028▇, Telecopy▇elecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇h other address as such addr▇▇▇ ▇▇ ▇▇▇▇ Person may otherwise specify to ma▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-3xs)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: Vice President, Sutton Funding LLC, c/o Global Securitization Services, LLC, 445 Broad H▇▇▇▇▇ Road, Suite 239, Melville, New York, 11747, with copies ▇▇ ▇▇▇▇ ▇. ▇▇▇▇, ▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, Suite 300▇▇▇ ▇▇▇or, Boca RatonNew York, Florida 33431New ▇▇▇▇, ▇▇▇66, Telecopy: ▇▇▇212-▇▇▇-412-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_: ▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇and Michael ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇alader, Wickersha▇ & ▇▇▇▇, LLP▇▇▇, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ cial ▇▇▇▇▇▇, ▇▇▇ ▇▇rk, New York, ▇▇▇▇▇, ▇▇▇eco▇▇: 212-504-▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇ddress as su▇▇ ▇▇▇▇▇▇ ▇▇y otherwi▇▇ ▇▇▇▇ify to S▇▇▇▇▇) to seek the consent of the Purchaser or such other address as such Person may otherwise specify any Depositor to Servicer)the utilization of any Subservicer. The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Trust Agreement (BCAP LLC Trust 2007-Aa1)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.064.25. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. 4.25. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a4.25(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, -▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇--5603, and emailed to: regab_servicer_notice@morganstanley.c▇▇, ▇▇▇▇ and emailed to: a copy to Brian ▇▇▇▇_. ▇▇▇▇▇▇, ▇▇_▇▇▇▇▇ & ▇▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇rk Avenue, New York, ▇▇▇ Y▇▇▇ ▇▇▇▇▇, ▇▇▇▇cop▇: ▇▇▇-294-3▇▇▇, ▇▇▇▇▇: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ (▇▇ ▇▇▇▇ other addres▇ ▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ rson may ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicero the Company). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 4.25 and with Sections 14.026.04, 14.03(c6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii), 9.01(e)(viii) and (e), 14.04, 14.05 and 14.07 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(d9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 6.06 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Owner Purchaser, any Master Servicer and any Depositor (or any designee of the Depositor, such as a master servicer or an administrator) a written description (in form and substance satisfactory to the Owner Purchaser, such Depositor and such DepositorMaster Servicer) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 6.06 and 14.07 9.01(e) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation and other certifications required to be delivered by such Subcontractor under Section 14.056.06, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Master Seller's Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-6xs)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.064.25. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. 4.25. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar daysBusiness Days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a4.25(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: J▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 505▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: 5▇▇-▇▇▇-▇▇▇▇, and emailed to: r▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇B▇▇▇▇ ▇. V▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ S▇▇▇▇▇ LLP, 2▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: 2▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.b▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicerthe Company). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 4.25 and with Sections 14.026.04, 14.03(c6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii), 9.01(e)(viii) and (e), 14.04, 14.05 and 14.07 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(d9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 6.06 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Owner Purchaser, any Master Servicer and any Depositor (or any designee of the Depositor, such as a master servicer or an administrator) a written description (in form and substance satisfactory to the Owner Purchaser, such Depositor and such DepositorMaster Servicer) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 6.06 and 14.07 9.01(e) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation and other certifications required to be delivered by such Subcontractor under Section 14.056.06, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Master Seller’s Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Avenue, ▇▇▇▇▇ ▇. ▇▇, ▇▇▇▇ Raton, Florida 33431, Telec▇▇▇: ▇▇▇-▇▇▇-5603, and emailed to: regab_servicer_notice@morganstan▇▇▇.▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇▇h a copy to Michae▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ One World ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇er, New York, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇102▇▇, Telecop▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇ch other address as such add▇▇▇▇ ▇▇ ▇▇▇▇ Person may otherwise specify to Servicerm▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇o Seller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer servicers under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Avenue, ▇▇▇▇▇ ▇. ▇▇, Boca Raton, Florida 33431, ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-544-▇▇▇-▇▇▇▇ 5603, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇regab_servicer_notice@morga▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇M▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ & Taft, TelecopyLLP, One World F▇▇▇▇▇▇▇▇ Center, New Y▇▇▇, ▇▇▇ ▇ork, ▇▇281, Te▇▇▇▇▇▇: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as othe▇ ▇▇▇▇▇▇▇ ▇▇ such Person may otherwise specify ma▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 13.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 13.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 13.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-11)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. John P. Cavanagh, S▇▇▇▇▇▇▇▇, Servicer Oversight Group, 505002 T-Rex Avenue, Suite 300, ▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Ratonton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: regab_servicer_notice@morganstanley.▇▇▇, ▇▇▇▇ ▇ copy to Brian Vic▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇_▇ ▇▇▇, ▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇laza, New York, N▇▇ ▇▇▇▇, ▇▇▇04, ▇▇▇▇▇▇▇▇_: 212-77▇-▇▇▇▇, ▇▇▇▇▇: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (, with a copy to ▇▇▇▇ other addre▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ erson may ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicerervicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the ServicerServicer . The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-3xs)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection [__].06 (a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, Suite -▇, ▇▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: 5▇▇-▇▇▇-▇▇▇▇, and emailed to: regab_servicer_notice@morganstanley.co▇, ▇▇▇▇ ▇ ▇▇_py to Michael Gamb▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇, One World Financ▇▇▇ ▇▇▇▇▇▇, ▇▇w York, New Yo▇▇, ▇▇▇▇▇, Te▇▇▇▇py: 212-▇▇▇-▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other ▇▇ ▇▇▇▇ ▇▇▇er address as such Person a▇ ▇▇▇▇ ▇▇▇▇▇n may otherwise specify to Serviceroth▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇er). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections [__].02, 14.03(c[__].03(c) and (e), 14.04[__].04, 14.05 [__].05 and 14.07 [__].07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 as and when required to be delivered. It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 and 14.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05, in each case as and when required to be delivered.Subsection

Appears in 1 contract

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02, 14.03(c) and (e), 14.04, 14.05 and 14.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 as and when required to be delivered. It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 and 14.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05, in each case as and when required to be delivered.Section

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-13)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar daysBusiness Days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: J▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 505▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: 5▇▇-▇▇▇-▇▇▇▇, and emailed to: r▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to M▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, W▇▇▇▇▇▇▇▇▇ & T▇▇▇, LLP, OnO▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: 2▇▇-▇▇▇-▇▇▇▇, Email: m▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to ServicerSeller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c) and 34.03(c), (e), 14.04(g) and (h), 14.05 34.04, 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation and the other certifications required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, S▇ ▇-▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton▇ ▇aton, Florida 33431, TelecopyTelecop▇: ▇▇▇-▇▇▇--5603 and emailed to: regab_servicer_notice@morganstanley.▇▇▇, ▇▇▇▇ and emailed to: ▇▇▇▇▇_▇ copy to Michael ▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇One World Fi▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇New York, Ne▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇281, ▇▇▇▇▇, Telecopylecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇▇ other address as such Person addre▇▇ ▇▇ ▇▇▇▇ ▇erson may otherwise specify to ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-2ax)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 2.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to ServicerCompany). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 2.02, 14.03(c) and 2.03(c), (e), 14.04(f) and (g), 14.05 2.04, 2.05, 2.06(a) and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 2.03(d) of this AgreementReg AB Addendum. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 2.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon written request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “Subcontractor that is "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, AB as determined by the Company and (iiiii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (iii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 2.05 and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.052.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2006-17xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer servicers under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 13.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 13.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 13.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-1xs)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 2.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: J▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 505▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: 5▇▇-▇▇▇-▇▇▇▇, and emailed to: r▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to M▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, W▇▇▇▇▇▇▇▇▇ & T▇▇▇, LLP, OnO▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: 2▇▇-▇▇▇-▇▇▇▇, Email: m▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to ServicerCompany). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 2.02, 14.03(c) and 2.03(c), (e), 14.04(f) and (g), 14.05 2.04, 2.05, 2.06(a) and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 2.03(d) of this AgreementReg AB Addendum. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 2.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon written request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are Subcontractor that is “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, AB as determined by the Company and (iiiii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (iii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 2.05 and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.052.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2007-11ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. . (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02, 14.03(c) and (e), 14.04, 14.05 and 14.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 and 14.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-12)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 2.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 50▇▇ ▇5002 T-Rex Avenue, Su▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton▇ ▇▇ton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: regab_servicer_notice@morganstanley.▇▇▇, ▇▇▇▇ ▇ copy to Michael G▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP▇LP, On▇ ▇▇▇▇▇ ▇▇▇One World Fin▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇New York, ▇▇▇ New ▇▇▇▇, ▇▇▇81, ▇▇, Telecopy▇ecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇▇ other address as such Person addres▇ ▇▇ ▇▇▇▇ ▇▇rson may otherwise specify to Servicer▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇ompany). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 2.02, 14.03(c) and 2.03(c), (e), 14.04(f) and (g), 14.05 2.04, 2.05, 2.06(a) and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 2.03(d) of this AgreementReg AB Addendum. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 2.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon written request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “Subcontractor that is "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, AB as determined by the Company and (iiiii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (iii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 2.05 and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.052.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2007-6xs)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.064.25. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. 4.25. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a4.25(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇0, Boca Raton, Florida 33431, ▇▇▇▇▇▇▇▇: ▇▇▇-544-5603, and emailed to: regab_servicer_notice@morganstanle▇.▇▇▇, with a copy to ▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇ ▇▇▇, Servicer Oversight Group200 Park Avenue, 50▇▇ ▇-▇▇k, ▇▇▇ ▇▇▇▇ ▇▇▇▇6, ▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇▇py: 21▇-▇▇▇-▇▇▇▇ and emailed to: ▇, ▇▇▇▇▇_: ▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (, with a copy to r such other ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇& ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ such Person may ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify ecify to Servicerthe Company). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 4.25 and with Sections 14.026.04, 14.03(c6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii), 9.01(e)(viii) and (e), 14.04, 14.05 and 14.07 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(d9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 6.06 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Owner Purchaser, any Master Servicer and any Depositor (or any designee of the Depositor, such as a master servicer or an administrator) a written description (in form and substance satisfactory to the Owner Purchaser, such Depositor and such DepositorMaster Servicer) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 6.06 and 14.07 9.01(e) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation and other certifications required to be delivered by such Subcontractor under Section 14.056.06, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Master Seller's Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-11)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: J▇▇▇ ▇. C▇▇▇▇▇▇▇, Servicer Oversight Group, 505▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: 5▇▇-▇▇▇-▇▇▇▇ and emailed to: r▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇B▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇M▇▇▇▇ ▇▇▇▇▇▇ LLP, 1 ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: 2▇▇-▇▇▇-▇▇▇▇, Email: b▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the ServicerServicer , and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the ServicerServicer . The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-12)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 50▇5002 T-Rex Avenue, Suit▇ ▇-▇▇, ▇▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Ratonn, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and ▇▇▇ emailed to: regab_servicer_notice@morganstanley.co▇, ▇▇▇▇ ▇ ▇▇_py to Michael Gam▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇, One World Finan▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ew ▇▇▇▇, ▇▇▇ Y▇▇▇, ▇▇▇▇▇, Telecopy: T▇▇▇▇opy: 21▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other ▇▇ ▇▇▇▇ ▇▇her address as such Person ▇▇ ▇▇▇▇ ▇▇▇▇on may otherwise specify to Servicerot▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇vicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-13arx)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, S▇ ▇-▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton▇ ▇aton, Florida 33431, TelecopyTelecop▇: ▇▇▇-▇▇▇--5603, and emailed to: regab_servicer_notice@morganstanle▇.▇▇▇, ▇▇▇▇ and emailed to: ▇▇▇▇▇_a copy to Michael ▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇One World Fi▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇New York, Ne▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇281, ▇▇▇▇▇, Telecopylecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇▇ other address as such Person addre▇▇ ▇▇ ▇▇▇▇ ▇erson may otherwise specify to Servicer▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ Seller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-17xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer servicers under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex A▇▇▇▇▇, ▇▇▇▇▇ ▇. ▇▇, Boca Raton, Florida 33431, ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-544-▇▇▇-▇▇▇▇ 5603, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇regab_servicer_notice@morg▇▇▇▇▇▇▇▇▇.▇▇m, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇Taft, LLP, On▇ ▇▇▇▇▇ One World ▇▇▇▇▇▇▇▇▇ ▇▇Center, New ▇▇▇▇, ▇▇▇ ▇▇▇Yor▇, ▇▇▇ ▇▇▇▇0281, T▇▇▇▇▇, Telecopy▇▇: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as oth▇▇ ▇▇▇▇▇▇▇ ▇s such Person may otherwise specify m▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇cify to Servicer). Notwithstanding the preceding two sentences, it shall not be necessary for the Servicer to obtain the consent of the Purchaser or any designee to the utilization of any such Subservicer. The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 13.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 13.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 13.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-2)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer servicers under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Ave▇▇▇, ▇▇▇▇▇ ▇. ▇▇, ▇▇▇▇ Raton, Florida 33431, T▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-544-▇▇▇-▇▇▇▇ 5603, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇regab_servicer_notice@morgan▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ Michael ▇▇▇▇▇▇, Cadwalader▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇Taft, LLP, On▇ ▇▇One Wo▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇Center, New York, ▇▇▇ ▇▇▇▇rk, ▇▇▇▇▇81, Tel▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or ▇▇ such other address as ▇▇▇▇▇▇▇ ▇▇ such Person may otherwise specify Pers▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇fy to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 13.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 13.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 13.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-12xs)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: J▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 505▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: 5▇▇-▇▇▇-▇▇▇▇, and emailed to: r▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to M▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, W▇▇▇▇▇▇▇▇▇ & T▇▇▇▇, LLP, OnO▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, . Telecopy: 2▇▇-▇▇▇-▇▇▇▇, Email: m▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to ServicerSeller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer servicers under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Aven▇▇, ▇▇▇▇▇ ▇. ▇▇, ▇▇▇▇ Raton, Florida 33431, Te▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-544-▇▇▇-▇▇▇▇ 5603, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇regab_servicer_notice@morgans▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ Michael ▇▇▇▇▇▇, Cadwalader▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇aft, LLP, On▇ ▇▇▇One Wor▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇enter, New York, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇k, ▇▇▇▇1, Tele, Telecopy▇▇▇: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or ▇▇ such other address as such Person may otherwise specify ▇▇▇▇▇▇▇ ▇▇ ▇uch Perso▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇y to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 13.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 13.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 13.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-6xs)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.064.25. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. 4.25. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a4.25(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Re▇ ▇▇▇▇▇▇, ▇▇▇▇▇ 300, Boca Raton, Florida 334. ▇, ▇▇▇▇▇▇▇▇: 561-544-5603, Servicer Oversight Groupand emailed to: regab_servicer_notice@m▇▇▇▇▇▇▇▇▇▇▇▇.com, 50▇▇ ▇-▇▇▇ with a copy to Brian K. ▇▇▇▇▇▇, Suite 300▇▇▇▇▇▇▇ & ▇▇▇▇▇▇ ▇▇P, Boca Raton200 Park Avenu▇, Florida 33431▇▇▇ ▇ork, TelecopyNew York ▇▇166, ▇▇▇▇copy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇, ▇▇▇▇▇_: ▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ (▇▇ ▇▇▇▇ oth▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇s such Pe▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicerthe Company). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 4.25 and with Sections 14.026.04, 14.03(c6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii), 9.01(e)(viii) and (e), 14.04, 14.05 and 14.07 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(d9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 6.06 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Owner Purchaser, any Master Servicer and any Depositor (or any designee of the Depositor, such as a master servicer or an administrator) a written description (in form and substance satisfactory to the Owner Purchaser, such Depositor and such DepositorMaster Servicer) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 6.06 and 14.07 9.01(e) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation and other certifications required to be delivered by such Subcontractor under Section 14.056.06, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Master Seller's Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-1xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer servicers under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Av▇▇▇▇, ▇▇▇▇▇ ▇. ▇▇, ▇▇▇▇ Raton, Florida 33431, ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-544-▇▇▇-▇▇▇▇ 5603, and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇regab_servicer_notice@morga▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ Michael ▇▇▇▇▇▇, Cadwalader▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇Taft, LLP, On▇ ▇One W▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Center, New York, ▇▇▇ ▇ork, ▇▇281, Te▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or ▇▇ such other address as othe▇ ▇▇▇▇▇▇▇ ▇▇ such Person may otherwise specify Per▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 13.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 13.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 13.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a 57 Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Avenue, ▇▇▇▇▇ ▇. ▇▇, ▇▇▇▇ Raton, Florida 33431, Telec▇▇▇: ▇▇▇-▇▇▇-5603 and emailed to: regab_servicer_notice@morganstanl▇▇.▇▇▇, Servicer Oversight Group, 50▇▇▇▇ ▇-▇▇a copy to Michae▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ One World ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇er, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇102▇▇, TelecopyTelecop▇: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇ch other address as such add▇▇▇▇ ▇▇ ▇▇▇▇ Person may otherwise specify to m▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇o Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-17xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, Suite 300, Boca Raton, Fl-▇▇▇ ▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇ecopy: 561-▇▇▇544-5603 and emai▇▇▇ and emailed to▇▇: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@@morganstanley.com, with a copy to Bri▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇.▇▇▇cKee Nelson LLP, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇& ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇k, 10004, Telecop, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇29▇, ▇▇▇, Email▇▇: ▇▇ictor@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (▇▇ ▇▇▇▇ ▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such ▇▇ ▇▇▇▇ Person may otherwise specify o▇▇▇▇▇▇▇▇ ▇▇▇cify to ServicerS▇▇▇▇▇▇▇). The Servicer ▇▇▇ ▇▇▇▇▇▇▇▇ shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the ServicerServicer , and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the ServicerServicer . The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)

Use of Subservicers and Subcontractors. The Interim Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Interim Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Interim Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Interim Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Interim Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Interim Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Interim Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Avenue, Suite 30▇, ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group▇lorida 33431, 50Telecopy: 561-▇▇▇-▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇▇ to: regab_servicer_notice@morganstanley.com, Suite 300, Boca Raton, Florida 33431, Telecopy: w▇▇▇-▇▇▇-▇ ▇ ▇▇▇▇ and emailed to: ▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@o Michael Gambro, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ , ▇▇▇▇▇▇▇▇▇ e World Financial ▇▇▇▇▇▇, ▇▇▇ ▇ork, New York, ▇▇▇▇▇, ▇▇lec▇▇▇: 212-50▇-▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other ▇▇ ▇▇▇▇ ▇▇▇▇▇ address as such Person may otherwise specify to s▇▇▇ ▇▇▇▇▇▇ ▇ay otherw▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ Servicer). The Interim Servicer shall cause any Subservicer used by the Interim Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Interim Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Interim Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Interim Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Interim Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Interim Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Interim Servicer shall cause any such Subcontractor used by the Interim Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the Interim Servicer. The Interim Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-He3)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer servicers under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Avenue, ▇▇▇▇▇ ▇. ▇▇, ▇▇ca Raton, Florida 33431, Tel▇▇▇▇▇: ▇▇▇-544-5603, and emailed to: regab_servicer_notice@morganst▇▇▇▇▇.▇▇▇, Servicer Oversight Group, 50▇ ▇-ith a copy to Mich▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇ft, LLP, On▇ One World Fina▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇nter, New York, ▇▇▇ ▇▇▇▇, ▇▇▇ 1▇▇▇▇, Telec▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or ▇▇ such other address as such a▇▇▇▇▇▇ ▇▇ ▇▇ch Person may otherwise specify ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 13.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 13.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 13.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-7)

Use of Subservicers and Subcontractors. The Interim Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Interim Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Interim Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Interim Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Interim Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Interim Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Interim Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Avenue, Suite 30▇, ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group▇lorida 33431, 50Telecopy: 561-▇▇▇-▇▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇▇ to: regab_servicer_notice@morganstanley.com, Suite 300, Boca Raton, Florida 33431, Telecopy: w▇▇▇-▇▇▇-▇ ▇ ▇▇▇▇ and emailed to: ▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@o Michael Gambro, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ , ▇▇▇▇▇▇▇▇▇ e World Financial ▇▇▇▇▇▇, ▇▇▇ ▇▇▇or▇, ▇▇▇ ▇▇▇k, ▇▇▇▇▇, Telecopy: ▇▇lec▇▇▇: 212-▇▇▇504-▇▇▇▇6666, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ michael.gambro@cwt.com (or such other address as such Person may otherwise specify to otherw▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ Servicer). The Interim Servicer shall cause any Subservicer used by the Interim Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the Interim Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Interim Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Interim Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Interim Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Interim Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Interim Servicer shall cause any such Subcontractor used by the Interim Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the Interim Servicer. The Interim Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2007-1)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenu, -▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: Tel▇▇▇▇▇_: ▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇-544-5603, and emailed to: regab_servicer_notice@morganst▇▇▇▇▇.▇▇▇, with ▇ith a copy to Michael G▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇r, Wickersham & ▇▇▇▇Taft, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇One World Financ▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, 1▇▇▇▇, TelecopyTelec▇▇▇: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or ▇▇ such other address as such a▇▇▇▇▇▇ ▇▇ ▇▇ch Person may otherwise specify ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ to ServicerSeller). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-8ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: J▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 505▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, TelecopyFacsimile: 5▇▇-▇▇▇-▇▇▇▇ and emailed to: r▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇P▇▇▇▇ ▇▇▇▇▇▇▇▇, M▇▇▇▇ ▇▇▇▇▇▇ LLP, 1▇▇▇ ▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇.▇ ▇▇▇▇, . ▇▇▇▇▇, TelecopyFacsimile: 2▇▇-▇▇▇-▇▇▇▇, Email: m▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Owner, MSMCH and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Owner, the Certificate Insurer and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Owner, MSMCH or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Owner, the Certificate Insurer and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Owner, the Certificate Insurer and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Owner, the Certificate Insurer and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-9sl)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a13.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. John P. Cavanagh, ▇▇▇▇▇▇▇▇, Servicer r Oversight Group, 505002 T-Rex Avenue, Suite 3▇▇, ▇▇▇▇ Raton, Florida 33431, Telec▇▇▇: ▇▇▇-▇▇▇-5603 and emailed to: regab_servicer_notice@morganstanl▇▇.▇▇▇, ▇▇▇▇ a copy to Brian ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇, Suite 300▇ ▇▇▇▇▇▇▇ ▇▇▇k Plaza, Boca RatonNew York, Florida 33431▇▇▇ ▇▇▇▇, Telecopy10▇▇▇, ▇▇▇▇▇▇▇y: 212-▇▇▇-▇▇▇-▇▇▇ and emailed to: , ▇▇▇▇▇_: ▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (, with a copy to uch other ad▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇h Person ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to o Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0213.02, 14.03(c13.03(c) and (e), 14.0413.04, 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subservicer were the ServicerServicer , and to provide the information required with respect to such Subservicer under Section 14.03(d13.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0413.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 13.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 13.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 13.05 and 14.07 13.07 of this Agreement to the same extent as if such Subcontractor were the ServicerServicer . The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0513.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-2ax)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.064.25. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer Company under this Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. 4.25. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a4.25(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex ▇▇▇▇▇▇, ▇▇▇▇▇ ▇. ▇0, Boca Raton, Florida 33431, ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 50▇▇ ▇-: ▇▇▇-544-5603, and emailed to: regab_servicer_notice@mor▇▇▇▇▇▇▇▇▇▇.▇om, with a copy to Brian K. ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇ ▇▇▇, 200 Park Avenue, ▇▇▇ ▇▇▇k, New Yor▇ ▇▇▇▇6, ▇▇▇▇▇▇py: 21▇-▇▇▇-▇▇▇▇ and emailed to: ▇, ▇▇▇▇▇_: ▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ (▇▇ ▇▇▇▇▇▇.▇▇▇, with a copy to ▇ other ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇ such Pers▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify ecify to Servicerthe Company). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 4.25 and with Sections 14.026.04, 14.03(c6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii), 9.01(e)(viii) and (e), 14.04, 14.05 and 14.07 9.01(f) of this Agreement to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(d9.01(e)(iv) of this Agreement. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04, 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 6.06 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon request provide to the Owner Purchaser, any Master Servicer and any Depositor (or any designee of the Depositor, such as a master servicer or an administrator) a written description (in form and substance satisfactory to the Owner Purchaser, such Depositor and such DepositorMaster Servicer) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 6.06 and 14.07 9.01(e) of this Agreement to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation and other certifications required to be delivered by such Subcontractor under Section 14.056.06, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Master Seller's Warranties and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-7)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days’ Business Days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: John P. Cavanagh, Servicer Oversight Group, 5002 T-Rex Avenue, ▇▇▇▇▇ ▇. ▇▇, ▇▇▇a Raton, Florida 33431, Tele▇▇▇▇: ▇▇▇-▇▇▇-5603, and emailed to: regab_servicer_notice@morgansta▇▇▇▇.▇▇▇, Servicer Oversight Group, 50-▇th a copy to Micha▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇ and emailed to: ▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇t, LLP, On▇ ▇▇▇▇▇ One World ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ter, New York, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇10▇▇▇, Teleco▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇uch other address as such ad▇▇▇▇▇ ▇▇ ▇▇▇h Person may otherwise specify ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ to ServicerSeller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-1ar)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days’ advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: J▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Servicer Oversight Group, 505▇▇▇ ▇-▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, TelecopyFacsimile: 5▇▇-▇▇▇-▇▇▇▇ and emailed to: r▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇P▇▇▇▇ ▇▇▇▇▇▇▇▇, M▇▇▇▇ ▇▇▇▇▇▇ LLP, 1▇▇▇ ▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇.▇ ▇▇▇▇, . ▇▇▇▇▇, TelecopyFacsimile: 2▇▇-▇▇▇-▇▇▇▇, Email: m▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other address as such Person may otherwise specify to Servicer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-10sl)

Use of Subservicers and Subcontractors. The Servicer Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Company as servicer under this the Agreement or any Reconstitution Agreement unless the Servicer Company complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Company shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 2.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, -▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton, Florida 33431, TelecopyTeleco▇▇: ▇▇▇-▇▇▇--5603, and emailed to: regab_servicer_notice@morganstanl▇▇.▇▇▇, ▇▇▇▇ and emailed to: ▇▇▇▇▇_a copy to Michael ▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇One World F▇▇▇▇▇▇▇▇ ▇▇▇▇▇r, New York, N▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇028▇, ▇▇▇▇▇, Telecopyelecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇h other address as such addr▇▇▇ ▇▇ ▇▇▇▇ Person may otherwise specify to Servicerma▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ Company). The Servicer Company shall cause any Subservicer used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 2.02, 14.03(c) and 2.03(c), (e), 14.04(f) and (g), 14.05 2.04, 2.05, 2.06(a) and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subservicer were the ServicerCompany, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 2.03(d) of this AgreementReg AB Addendum. The Servicer Company shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 2.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Company to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Company shall promptly upon written request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “Subcontractor that is "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, AB as determined by the Company and (iiiii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (iii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Company shall cause any such Subcontractor used by the Servicer Company (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 2.05 and 14.07 2.07 of this Agreement Reg AB Addendum to the same extent as if such Subcontractor were the ServicerCompany. The Servicer Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.052.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Regulation Ab Compliance Addendum (Morgan Stanley Mortgage Loan Trust 2007-3xs)

Use of Subservicers and Subcontractors. The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(a31.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 505002 T-Rex Avenue, Suite -▇, ▇▇▇▇ ▇▇▇▇▇▇, Suite 300, Boca Raton, Florida 33431, Telecopy: 5▇▇-▇▇▇-▇▇▇▇ and ▇▇▇ emailed to: regab_servicer_notice@morganstanley.com, ▇▇▇▇▇_▇ ▇ ▇▇▇y to Michael Gamb▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇▇▇, One World Financ▇▇▇ ▇▇▇▇▇▇, ▇▇w ▇▇▇▇, ▇▇▇ Yo▇▇, ▇▇▇▇▇, Te▇▇▇▇py: 212-▇▇▇-▇▇▇▇, ▇▇▇▇▇, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such other ▇▇ ▇▇▇▇ ▇▇▇er address as such Person a▇ ▇▇▇▇ ▇▇▇▇▇n may otherwise specify to Serviceroth▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇icer). The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.0231.02, 14.03(c31.03(c) and (e), 14.0431.04, 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 14.03(d31.03(d) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.0431.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 31.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 31.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer to seek the consent of the Owner or any Depositor to the utilization of any Subcontractor. The Servicer shall promptly upon request provide to the Owner and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 14.05 31.05 and 14.07 31.07 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.0531.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-9ar)

Use of Subservicers and Subcontractors. The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (a) of this Section 14.06Section. The Servicer Seller shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer Seller as servicer under this Agreement or any Reconstitution Agreement unless the Servicer Seller complies with the provisions of paragraph (b) of this Section 14.06. Section. (a) The Servicer Seller shall not hire or otherwise utilize the services of any Subservicer with respect to the Mortgage Loans without giving the Owner Purchaser or its designee fifteen (15) calendar days' advance written notice of the effective date of such hiring or utilization of a Subservicer, followed by written confirmation of such hiring or utilization of a Subservicer on the effective date of such engagement and indicating the circumstances surrounding such hiring or utilization. Any notices required by this Section 14.06(aSubsection 34.06(a) shall be sent via telecopier or certified or registered mail to the addresses set forth below: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇John P. Cavanagh, Servicer Oversight Group, 50▇▇ ▇5002 T-Rex Avenue, Su▇▇▇ ▇▇▇, ▇▇▇, Suite 300, Boca Raton▇ ▇▇ton, Florida 33431, Telecopy: ▇▇▇-▇▇▇-▇▇▇▇, and emailed to: regab_servicer_notice@morganstanley.▇▇▇, ▇▇▇▇ ▇ copy to Michael G▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, with a copy to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇, LLP, On▇ ▇▇▇▇▇ ▇▇▇▇P, One World Fina▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇New York, ▇▇▇ New ▇▇▇▇, ▇▇▇▇1. , Telecopy▇▇▇copy: ▇▇▇-▇▇▇-▇▇▇▇, Email▇▇▇▇▇: ▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇.▇▇▇ (or such ▇▇ ▇▇▇▇ other address as such Person addres▇ ▇▇ ▇▇▇▇ ▇▇rson may otherwise specify to Servicer▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇eller). The Servicer Seller shall cause any Subservicer used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of this Section 14.06 and with Sections 14.02Subsections 34.02, 14.03(c34.03(c) and (e), 14.0434.04, 14.05 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subservicer were the ServicerSeller, and to provide the information required with respect to such Subservicer under Section 14.03(dSubsection 34.03(d) of this Agreement. The Servicer Seller shall be responsible for obtaining from each Subservicer and delivering to the Owner Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 14.04Subsection 34.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.05 Subsection 34.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 14.05 Subsection 34.05 as and when required to be delivered. . (b) It shall not be necessary for the Servicer Seller to seek the consent of the Owner Purchaser or any Depositor to the utilization of any Subcontractor. The Servicer Seller shall promptly upon request provide to the Owner Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Owner Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Servicer Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph. As a condition to the utilization of any Subcontractor determined to be "participating in the servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer Seller shall cause any such Subcontractor used by the Servicer Seller (or by any Subservicer) for the benefit of the Owner Purchaser and any Depositor to comply with the provisions of Sections 14.05 Subsections 34.05 and 14.07 34.07 of this Agreement to the same extent as if such Subcontractor were the ServicerSeller. The Servicer Seller shall be responsible for obtaining from each Subcontractor and delivering to the Owner Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 14.05Subsection 34.05, in each case as and when required to be delivered.

Appears in 1 contract

Sources: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)