U.S. Postal Service.
7.04.
SEVERABILITY OF PROVISIONS.
IF ONE OR MORE OF THE
PROVISIONS OF THIS SERVICING AGREEMENT SHALL BE HELD INVALID FOR ANY REASON,
SUCH PROVISIONS SHALL BE DEEMED SEVERABLE FROM THE REMAINING PROVISIONS OF THIS
SERVICING AGREEMENT AND SHALL IN NO WAY AFFECT THE VALIDITY OR ENFORCEABILITY OF
SUCH REMAINING PROVISIONS. TO THE EXTENT PERMITTED BY LAW, THE PARTIES HERETO
HEREBY WAIVE ANY LAW WHICH RENDERS ANY PROVISION OF THIS SERVICING AGREEMENT
PROHIBITED OR UNENFORCEABLE.
7.05.
RIGHTS CUMULATIVE.
ALL RIGHTS AND REMEDIES UNDER
THIS SERVICING AGREEMENT ARE CUMULATIVE, AND NONE IS INTENDED TO BE EXCLUSIVE OF
ANOTHER. NO DELAY OR OMISSION IN INSISTING UPON THE STRICT OBSERVANCE OR
PERFORMANCE OF ANY PROVISION OF THIS SERVICING AGREEMENT, OR IN EXERCISING ANY
RIGHT OR REMEDY, SHALL BE CONSTRUED AS A WAIVER OR RELINQUISHMENT OF SUCH
PROVISION, NOR SHALL IT IMPAIR SUCH RIGHT OR REMEDY. EVERY RIGHT AND REMEDY MAY
BE EXERCISED FROM TIME TO TIME AND AS OFTEN AS DEEMED EXPEDIENT.
7.06.
NO OFFSET.
PRIOR TO THE TERMINATION OF THIS
SERVICING AGREEMENT, THE OBLIGATIONS OF THE BACK-UP SERVICER AND THE SERVICER
UNDER THIS SERVICING AGREEMENT SHALL NOT BE SUBJECT TO ANY DEFENSE, COUNTERCLAIM
OR RIGHT OF OFFSET WHICH THE BACK-UP SERVICER OR THE SERVICER MAY HAVE AGAINST
THE OTHER OR AGAINST THE ISSUER, THE SELLER, THE INSURER, ANY NOTEHOLDER OR THE
INDENTURE TRUSTEE, WHETHER IN RESPECT OF THIS SERVICING AGREEMENT, ANY CONTRACT
OR OTHERWISE.
7.07.
INSPECTION AND AUDIT RIGHTS.
THE SERVICER AGREES
THAT, UPON PRIOR WRITTEN NOTICE, IT WILL PERMIT THE ISSUER, THE INSURER, THE
BACK-UP SERVICER, OR THE INDENTURE TRUSTEE AND THEIR RESPECTIVE REPRESENTATIVES,
DURING THE SERVICER'S NORMAL BUSINESS HOURS, TO EXAMINE THE SERVICER FILES, ALL
THE BOOKS OF ACCOUNT, RECORDS, REPORTS AND OTHER PAPERS OF THE SERVICER RELATING
TO THE CONTRACTS, TO MAKE COPIES AND EXTRACTS THEREFROM, TO CAUSE SUCH BOOKS TO
BE AUDITED BY INDEPENDENT PUBLIC ACCOUNTANTS SELECTED BY THE ISSUER, AND TO
DISCUSS ITS AFFAIRS, FINANCES AND ACCOUNTS RELATING TO THE CONTRACTS WITH ITS
OFFICERS, EMPLOYEES AND INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS, ALL AT SUCH
REASONABLE TIMES AND AS OFTEN AS MAY BE REASONABLY REQUESTED. ANY EXPENSE
INCIDENT TO THE EXERCISE BY THE ISSUER, THE INSURER OR THE INDENTURE TRUSTEE OF
ANY RIGHT UNDER THIS SECTION 7.07 SHALL BE BORNE BY THE SERVICER. THE SERVICER
SHALL ALLOW SUCH EXAMINATION WITHIN TWO (2) BUSINESS DAYS OF RECEIPT OF THE
REQUIRED NOTICE IF SO REQUESTED BY THE REQUESTING PARTY.
37
7.08.
POWERS OF ATTORNEY.
THE ISSUER SHALL, FROM TIME TO
TIME, PROVIDE TO THE EMPLOYEES OF THE SERVICER AND THE INDENTURE TRUSTEE
LIMITED, REVOCABLE POWERS OF ATTORNEY OR OTHER SUCH WRITTEN AUTHORIZATIONS AS
MAY BE APPROPRIATE TO ENABLE THE SERVICER AND THE INDENTURE TRUSTEE TO PERFORM
ITS RESPECTIVE OBLIGATIONS UNDER THIS SERVICING AGREEMENT AND THE INDENTURE;
PROVIDED, HOWEVER, THAT THE ISSUER SHALL NOT BE REQUIRED TO PROVIDE SUCH POWERS
WITH RESPECT TO ANY MATTER FOR WHICH THE ISSUER DOES NOT HAVE AUTHORITY TO
PERFORM ITSELF.
7.09.
ASSIGNMENT AND BINDING EFFECT.
EXCEPT WITH RESPECT
TO THE PLEDGE OF ITS