Common use of Title Insurance Clause in Contracts

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;

Title Insurance. (a) Such The Mortgage Loan (other than each Cooperative Loan) is covered by an ALTA lender’s title insurance policy or short other generally acceptable form title of policy of insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA)Mac, issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerCompany, its successors and assigns assigns, as to the first priority lien lien, as applicable, of the related Mortgage Mortgage, in the original principal amount of such the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to in the applicable Note Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including the Company, has done, by act or omission, anything that which would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium including without limitation, no unlawful fee, commission, kickback or PUD project related to other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such Mortgage Loan meets all requirements of Xxxxxx Maeunlawful items have been received, Xxxxxxx Mac retained or GNMArealized by the Company;

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Fxxxxx Mxx and Fxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFxxxxx Mxx and Fxxxxxx Mac), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Fxxxxx Mae and Fxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a12)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s ’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or originator of the Servicer Mortgage Loan, its successor and/or assignee is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFxxxxx Mae and Fxxxxxx Mac;

Title Insurance. (a) Such The Mortgage Loan (other than each Cooperative Loan) is covered by an ALTA lender’s title insurance policy or short other generally acceptable form title of policy of insurance acceptable to Xxxxxx Xxx, Xxxxxxx Mac Fxxxxx Mxx or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA)Fxxxxxx Mac, issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Fxxxxx Mae or Fxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerCompany, its successors and assigns assigns, as to the first priority lien lien, as applicable, of the related Mortgage Mortgage, in the original principal amount of such the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to in the applicable Note Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including the Company, has done, by act or omission, anything that which would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium including without limitation, no unlawful fee, commission, kickback or PUD project related to other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such Mortgage Loan meets all requirements of Xxxxxx Maeunlawful items have been received, Xxxxxxx Mac retained or GNMArealized by the Company;

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s 's title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s 's title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any no prior holder of the related Mortgage (including the Seller) has done, by act or omission, anything that would impair the coverage of such lender’s 's insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s 's insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFNMA and FHLMC;

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s), (or if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policy, neither by the Seller, nor to the best of the Seller’s knowledge, Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Mortgage Seller from whom the Seller has taken by assignment) under such title insurance; and neither the Seller nor any Affiliate of the Seller has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Xxxxxx Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policyby the Depositor, neither the Seller, nor to the best of the Seller’s knowledge, applicable Xxxxxx Mortgage Loan Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Depositor or the applicable Xxxxxx Mortgage Loan Seller from whom the Depositor or the applicable Xxxxxx Mortgage Loan Seller has taken by assignment) under such title insurance; and neither the Depositor nor the applicable Xxxxxx Mortgage Loan Seller (or any of its Affiliates) has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Xxxxxx Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the Xxxxxx Mortgage Loan Seller under such lender’s title insurance policy, insurance; and neither the Seller, Depositor nor to the best Xxxxxx Mortgage Loan Seller (or any of the Seller’s knowledge, any prior holder of the related Mortgage its Affiliates) has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage The Loan is covered by either (i) an attorney’s opinion of title and abstract of title, the form and substance of which is acceptable to prudent mortgage lending institutions making mortgage loans in the area wherein the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or short other generally acceptable form title of policy or insurance acceptable to the FHA, Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to the FHA, Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan the Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Part I of Schedule 1, with respect to each Loan, and in the case of ARM Adjustable Rate Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exception or to replace the Servicer is standard survey exception with a specific survey reading. Seller, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder or servicer of the related Mortgage Mortgage, including Seller, has done, by act or omission, anything that which would impair the coverage of such lender’s title insurance policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other Person, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;realized by Seller.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the applicable Seller/Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller Seller/Servicer warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s ’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the applicable Seller/Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this the PHH Agreement and will inure to the benefit of the Purchaser RWT Holdings without any further act. No claims have been made under such lender’s title insurance policy, neither the applicable Seller/Servicer, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFNMA and FHLMC;

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a12)(a), (b) and (bc) above, and with respect to each Second Lien Mortgage Loan, clause 12(d) above) the Seller or the Servicer, its successors and assigns as to the first priority lien or the second priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s ’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;FNMA and FHLMC.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s ’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFNMA and FHLMC;

Title Insurance. (a) Such Other than each Cooperative Mortgage Loan, the Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title, the form and substance of which is acceptable to prudent mortgage lending institutions making mortgage loans in the area wherein the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (orXxxxxx Mae, in jurisdictions where ALTA policies are not generally approved for useas applicable, a lender’s and with respect to FHA Loans, RHS Loans and VA Loans, the FHA, RHS or VA, as the case may be, and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx MaeXxx or Xxxxxxx Mac, Xxxxxxx Mac as applicable, and with respect to FHA Loans, RHS Loans and VA Loans, the FHA, RHS or GNMAthe VA, as the case may be, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan (or to the extent a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Part I of Schedule 1, and in the case of ARM adjustable rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Mortgage Note Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exception or to replace the Servicer is standard survey exception with a specific survey reading. The Seller, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actRepurchase Agreement. No claims have been made under such lender’s title insurance policy, neither and no prior holder or servicer of the related Mortgage, including the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that which would impair the coverage of such lender’s title insurance policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other Person, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair realized by the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Seller.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s), (or if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policy, neither by the Seller, nor to the best of the Seller’s knowledge, Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Mortgage Seller from whom the Seller has taken by assignment) under such title insurance; and neither the Seller nor any Affiliate of the Seller has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s 's title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, and its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s 's title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any no prior holder of the related Mortgage (including the Seller) has done, by act or omission, anything that would impair the coverage of such lender’s 's insurance policy, and and, there is no act, omission, condition, or information that would impair the coverage of such lender’s 's insurance policy; . (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;FNMA and FHLMC.

Title Insurance. GEC and the Tribe may elect to notify the City of any Title Objections (ahereinafter defined) Such Mortgage Loan is covered by in accordance with the provisions of this Section 3.2. No later than ninety (90) days after the Effective Date hereof, GEC and the Tribe shall obtain an ALTA lenderowner’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA commitment (or, in jurisdictions where ALTA policies are not generally approved the “Title Commitment”) for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), the Land issued by a reputable title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified insurance company licensed to do business in the jurisdiction where Commonwealth (the related Mortgaged Property is located“Title Company”) in the amount of the Purchase Price, insuring and, within fifteen (15) business days after GEC’s and the Tribe’s receipt of such Title Commitment and copies of all of the documents which are the basis of each requirement and each exception in the Title Commitment (it being agreed that a full, correct and complete copy of such Title Commitment, along with a copy of all exception documents, shall be promptly provided by GEC and the Tribe to the City upon GEC’s or the Tribe’s receipt of same), GEC and the Tribe shall notify the City of any matters reported in the Title Commitment that are unacceptable (such matters are referred to herein as the “Title Objections”). The City shall have a reasonable time to cure any Title Objections, but the City shall have the option of declining to cure any Title Objection by providing written notice thereof to GEC and the Tribe within sixty (60) days after receipt of GEC’s and the Tribe’s written notice of such Title Objections, and if the City declines to cure any Title Objection or does not cure all of the Title Objections that it has agreed to cure, GEC and the Tribe shall have the right either to waive such Title Objections in writing and take title to the Land subject to such Title Objections which shall be considered “Permitted Exceptions” or to terminate this Option Agreement within fifteen (15) business days after the earlier to occur of the expiration of the Option Term or receiving written notice from the City of the City declining to cure any such Title Objections, it being agreed that, in the event that (a) GEC and the Tribe timely notify the City of any Title Objections, (b) the City declines to cure any such Title Objections, and (c) GEC and the Tribe fail thereafter to timely terminate this Option Agreement, then GEC and the Tribe shall be deemed to have waived such Title Objections and shall take title to the Land subject to such Title Objections. Notwithstanding the foregoing to the contrary, the leases described on Exhibit H shall be Permitted Exceptions, provided that the City shall be obligated to terminate and/or amend same prior to Closing so that the Amtrak Lease and Tides Lease do not affect the Land post-Closing, except that the City may enter into (i) any amendment or other modification of the Amtrak Lease to extend and continue the term of the existing Amtrak Lease post-Closing without the prior approval of GEC and the Tribe so long as Amtrak’s rights to parking spaces on the Land or otherwise within the Project do not exceed 103 reserved spaces for Amtrak’s use, including use by customers and passenger buses, provided that the City will use commercially reasonable efforts to obtain Amtrak’s agreement to relocate one or more of such parking spaces to locations proximate to the Amtrak station (which spaces shall be located on the Land) so long as such parking spaces are provided by GEC and the Tribe at no cost to the City and, at the City’s election, at no cost to Amtrak or its customers or other end users, as more fully set forth in Section 4.6(b)(iii) below, it being agreed that, during construction of the Project only, GEC and the Tribe shall be permitted to temporarily provide such 103 reserved spaces in a location not located on the Land but reasonably proximate to the Amtrak station so long as GEC and the Tribe provide a professional shuttle service at all times or at such times as reasonably agreed to by the parties between such temporary spaces and the Amtrak station, at no cost to the City, Amtrak, its customers or other end users, and (ii) any amendment or other modification of the Tides Lease (hereinafter defined) so long the Tides Lease will not affect the Land post-Closing. In the event that GEC and the Tribe elect the Option to Purchase, then, at Closing, GEC and the Tribe shall obtain, at their expense, an ALTA Owner’s Policy of Title Insurance in the amount of the Purchase Price or such other amount as required by its lender (the “Title Policy”), subject to the exceptions contained in clauses (11)(a) Permitted Exceptions and (b) above) such other matters, if any, otherwise acceptable to GEC and the Seller or the ServicerTribe. If this Option Agreement is terminated pursuant to this Section 3.3, its successors and assigns as neither party shall have any further liability to the first priority lien other except as expressly provided in this Option Agreement. All matters of the related Mortgage title that are shown as exceptions in the original principal amount of such Mortgage Loan Title Commitment and in which do not constitute Title Objections or that are Title Objections which are either (i) cured by the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;City or

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Lehman Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment xxxxxxr subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, to the related Outside Serviced Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the Lehman Mortgage Loan Seller under such lender’s title insurance policy, neither insurance; and neixxxx xhe Depositor nor the Seller, nor to the best Lehman Mortgage Loan Seller (or any of the Seller’s knowledge, any prior holder of the related Mortgage its Affiliates) has done, by act xx xct or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s The Selling Entities shall have obtained and delivered to CTB the following title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA commitments (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), the cost and expense of which shall be paid one-half by BBT and one-half by CTB) issued by a title insurer insurance company acceptable to Xxxxxx MaeCTB and its lender, Xxxxxxx Mac if any, each in their respective sole and absolute discretion, as to the Real Property leased by any one or GNMAmore of the Selling Entities, (i) a commitment for issuance of an ALTA Form B Leasehold Owner's Policy of Title Insurance with extended coverage showing all endorsements thereto which CTB may request, along with legible copies of all documents shown as exceptions thereto and qualified (ii) a commitment for issuance of a 1970 ALTA Form B Leasehold Mortgagee's Policy of Title Insurance with extended coverage showing all endorsements thereto which CTB's lender may request, along with legible copies of all documents shown as exceptions thereto (all of the foregoing title commitments may hereinafter be referred to do business collectively as the "Commitments"). In order to satisfy the provisions of this Section 8.7, each of the Commitments must (x) be satisfactory, in form and substance, to CTB in its reasonable discretion and CTB's lender, in such lender's sole and absolute discretion, (y) contain no exceptions to title or the jurisdiction where the related Mortgaged Property is locatedsurvey, insuring except for those exceptions approved by CTB (subject to the exceptions contained in clauses (11)(alast sentence of this Section 8.7) and CTB's lender, at any time prior to Closing, and (bz) above) have the Seller or the Servicer, its successors appropriate policies of title insurance issued pursuant to and assigns as to the first priority lien in strict accordance with each of the related Mortgage Commitments at, or within five business days of their receipt of all documents recorded in connection with the original principal amount Closing, provided that if the title insurance policies are to be issued within five business days of such Mortgage Loan receipt of all documents recorded in connection with the Closing, CTB and in the case of ARM Loansits lender shall each receive at Closing, against any loss by reason for each Commitment, a "xxxx-up" of the invalidity or unenforceability Commitment evidencing the form of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures to be issued pursuant to said Commitment and written evidence that there is ingress gap coverage will be provided. Anything set forth in this Agreement to the contrary notwithstanding, CTB shall have the right to terminate this Agreement (upon which Section 11.2(a) shall apply) by delivering notice of such termination to the Selling Entities prior to the Closing if CTB in its reasonable discretion determines that any one or more of the title exceptions or other matters shown on any of the Commitments or the surveys are not acceptable to CTB. BBT and egress the Selling Entities hereby covenant that they shall cure all title exceptions and other matters shown on any of the Commitments other than the items identified as "Special Exceptions" on the title report included as part of Schedule 4.6 hereto which may be cured by payment of a sum of money not to and exceed $300,000 by execution of a document requiring the signature of no party other than one or more of BBT or the Selling Entities or any of their respective mortgagees, including any affidavits which may reasonably be required by the title insurer (including a standard title insurance company form of owner's affidavit to induce the deletion from the Mortgaged Property Commitments of any exception for parties in possession and for mechanics' or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;materialmen's liens).

Title Insurance. (a) Such Mortgage Loan is covered by an At Buyer’s option and at Buyer’s sole cost and expense, Buyer may obtain policies, dated the Closing Date, on ALTA lender1992 Owner’s Form B with extended coverage guaranteeing the standard exceptions to title insurance policy or short form title policy acceptable to Xxxxxx Xxxcustomarily contained in such policies, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), covering the Transmission Fee Interests and the Material Easements issued by a nationally recognized title insurer acceptable insurance company (the “Title Company”), insuring, as of the Closing Date, the fee simple title of Buyer in such Transmission Fee Interests or easement estate of Buyer in the Material Easements in an amount reasonably determined by Buyer, subject only to Xxxxxx Maethe Permitted Encumbrances. Seller shall cooperate reasonably and in good faith in Buyer’s efforts to obtain such policies of title insurance, Xxxxxxx Mac including executing and delivering, or GNMAcausing to be executed and delivered, to the Title Company any affidavits reasonably requested by the Title Company or Buyer in connection with the issuance of the policies and to provide affirmative endorsements for no mechanics’ liens; provided that to the extent Buyer requests Seller to provide such cooperation and/or execute and deliver such affidavits, and qualified without limiting any rights Buyer has under this Agreement, including Article X, Buyer shall indemnify and hold harmless Seller, its officers, directors and Affiliates from and against Losses suffered or incurred by any of them with respect to do business in the jurisdiction where the related Mortgaged Property is locatedany Claims made by third parties relating to or based upon any affidavit of Seller provided at Buyer’s request pursuant to this Section 7.17; provided, insuring (subject however, that Buyer shall not have any obligation to indemnify and hold harmless Seller, its officers, directors or Affiliates to the exceptions contained extent that any such Losses suffered or incurred arose from information provided by Seller in clauses (11)(a) writing in any affidavit pursuant to this Section 7.17 failing to be true and (b) above) correct in all material respects. For the avoidance of doubt, Seller shall not be obligated to furnish any title insurance policies to Buyer and it shall not be a requirement of or the Servicer, its successors and assigns as condition to the first priority lien of the related Mortgage in the original principal amount of Closing that Buyer obtain or be able to obtain any such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment policies. Prior to the applicable Note Rate and Monthly Payment. AdditionallyClosing Date, either such lender’s at the request of Buyer, Seller shall provide to Buyer abstracts of title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure with respect to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policyTransmission Fee Interests, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;extent available.

Title Insurance. (a) Such Mortgage Loan is covered by Prior to adding any Property as a Borrowing Base Property, Borrower shall provide Lender with an 2006 Form ALTA lender’s extended coverage title insurance policy (or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, local equivalent in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), the State in which the Property is located) issued by a Chicago Title Insurance Company or another title insurer acceptable to Xxxxxx MaeLender in its sole discretion (which discretion may specifically include the right to refuse to accept policies from LandAmerica Title Insurance Company, Xxxxxxx Mac or GNMALawyers Title Insurance Company and Commonwealth Land Title Insurance Company), and qualified to do business in the jurisdiction where maximum amount of the related Mortgaged Property is locatedLoan plus any other amount secured by the Security Instrument (or a pro rated amount of the Loan Amount together with a tie in endorsement, as determined by Lender), on a coinsurance and/or reinsurance basis if and as required by Lender, insuring without exclusion or exception for creditors' rights (subject including the endorsement of any standard exclusion appearing in the Jacket or standard conditions of such title insurance policy out of such exclusions in form and substance acceptable to Lender) that the exceptions contained in clauses (11)(a) Security Instrument encumbering the Property to be added as a Borrowing Base Property constitutes a valid lien covering said Property and (b) above) the Seller or the Servicerall Improvements thereon, its successors and assigns as to having the first priority lien required by Lender and subject only to those exceptions and encumbrances (regardless of rank or priority) Lender approves, in a form acceptable to Lender and with such endorsements as Lender may require, and with all "standard" exceptions which can be deleted, including the exception for matters which a current survey would show, deleted to the fullest extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor permitted; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed "not yet due and payable" and no exception for subsequent assessments for prior years; providing full coverage against mechanics' and materialmen's liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the title insurance have been violated, and that no violation of the related Mortgage restrictions will result in the original principal amount a reversion or forfeiture of title; insuring all appurtenant easements; insuring that fee simple indefeasible or marketable (as coverage is available) fee simple or leasehold (as applicable) title to such Mortgage Loan Property and Improvements is vested in Borrower (or a Permitted Subsidiary in the case of ARM Loansthe Properties described in Schedule 6.10 and 6.11 and not other Properties); containing such affirmative coverage and endorsements as Lender may require and are available under applicable title insurance rules, against and Borrower shall satisfy all requirements therefor; insuring any loss by reason easements, leasehold estates or other matters appurtenant to or benefiting the Property and/or the Improvements as part of the invalidity or unenforceability insured estate; insuring the right of the lien resulting from the provisions of such Mortgage providing for adjustment access to the Property to the extent authorized under applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress rules and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;regulations.

Title Insurance. (a) Such Mortgage Loan is covered by an An ALTA lender’s title insurance policy (or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMApromulgated by the laws of the state in which the Property is located if an ALTA insurance policy is not available), issued by the Title Company (which shall be approved by Administrative Agent in its good faith business judgment) in the maximum amount of the Loan, on a title insurer coinsurance and/or reinsurance basis if and as required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the Deed of Trust constitutes a valid lien covering Borrower’s interest in the Land and all Improvements thereon, having the priority required by Administrative Agent and subject only to those exceptions and encumbrances (regardless of rank or priority) Administrative Agent approves, in a form acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMAAdministrative Agent, and qualified with all “standard” exceptions which can be deleted, including the exception for matters which a current survey would show, deleted to do business the fullest extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements for the issuance of such policy; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full coverage against mechanics’ and materialmens’ liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the jurisdiction where Title Insurance have been violated (or that such restrictive covenants are unenforceable as a matter of Law pursuant to an endorsement approved by Administrative Agent), and that no violation of the related Mortgaged Property restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that Borrower’s fee estate in the Land and Improvements is locatedmarketable, vested in Borrower; containing such affirmative coverage and endorsements as Administrative Agent may require and are available under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring (subject any easements, leasehold estates or other matters appurtenant to or benefiting the Land and/or the Improvements as part of the insured estate; insuring the right of access to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as Land to the first priority lien extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent in its good faith business judgment regarding advances and/or readvances of Loan funds after closing. Borrower and Borrower’s counsel shall not have any interest, direct or indirect, in the Title Company (or its agent) or any portion of the related Mortgage in premium paid for the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Title Insurance.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Seller under such lender’s title insurance policy, insurance; and neither the Seller, Seller nor to the best any Affiliate of the Seller’s knowledge, any prior holder of the related Mortgage Seller has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the applicable Seller/Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller Seller/Servicer warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s ’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the applicable Seller/Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this the PHH Agreement and will inure to the benefit of the Purchaser RWT Holdings without any further act. No claims have been made under such lender’s title insurance policy, neither the applicable Seller/Servicer, nor to the best of the Seller’s RWT Holdings’ knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFNMA and FHLMC;

Title Insurance. (a) Such With respect to a Mortgage Loan which is not a Co-op Loan, the Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s under the Underwriting Guidelines and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, under the Underwriting Guidelines and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan Loan, subject only to the exceptions contained in clauses (i) and (ii) of clause (j) of this Subsection 9.02, and in the case of ARM Adjustable Rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Interest Rate and Monthly Payment. Where required by applicable state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer is Seller, its successor and assigns, are the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including the Seller, has done, by act or omission, anything that which would impair the coverage of such lender’s 's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair realized by the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMASeller;

Title Insurance. (a) Such The Mortgage Loan (unless it is a Cooperative Loan) is covered by an ALTA lender’s title insurance policy or short other generally acceptable form title of policy of insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA)Mac, issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerCompany, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan (subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (xi) of this Section 3.2) and in the case of ARM Loans, Loans against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing provided for adjustment to the applicable Note Mortgage Interest Rate and Monthly Payment. Additionally; provided, either such lender’s title insurance policy affirmatively insures however, that there is ingress and egress to and from in the case of any Mortgage Loan secured by a Mortgaged Property or located in a jurisdiction where such policies are generally not available, the Seller warrants that there Mortgage Loan is ingress and egress to and from the Mortgaged Property and subject of an opinion of counsel of the lender’s type customarily rendered in such jurisdiction in lieu of title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveyinsurance. The Seller or the Servicer Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any policy and no prior holder of the related Mortgage Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy. The Company has not done, by act or omission, anything that would impair the coverage of such lender’s title insurance policy, and there is no act, omission, condition, or information that would impair . In connection with the coverage issuance of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium no unlawful fee, commission, kickback or PUD project related to other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such Mortgage Loan meets all requirements of Xxxxxx Maeunlawful items have been received, Xxxxxxx Mac retained or GNMArealized by the Company;

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA A lender’s policy of title insurance (or commitment to issue such a policy or short form having the effect of a policy of title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), insurance) issued by a nationally recognized title insurer insurance company reasonably acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where Agent (the related Mortgaged Property is located, “Title Company”) insuring (subject or committing to the exceptions contained in clauses (11)(a) and (b) aboveinsure) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related applicable Mortgage as valid and enforceable first priority mortgage lien on the Mortgaged Property described therein (each, a “Title Policy”) which insures the Agent that such Mortgage creates a valid and enforceable first priority mortgage lien on such Mortgaged Property, in an amount not less than the original principal amount fair market value of such Mortgage Loan Mortgaged Property as reasonably determined, in good faith, by the Borrower and reasonably acceptable to the Agent (it being agreed that in lieu of any current appraisal, a current real property tax assessment may be used for such purpose), free and clear of all defects and encumbrances except Permitted Encumbrances, together with such endorsements (or in the case of ARM Loanszoning, zoning reports from a nationally recognized provider) as the Agent reasonably requests (or where such endorsements are not available, opinions of special counsel, architects or other professionals reasonably acceptable to the Agent), including, without limitation, to the extent available at commercially reasonably rates, a “tie-in” or “cluster” endorsement, if available under applicable law (i.e., policies which insure against any loss by reason losses regardless of location or allocated value of the invalidity or unenforceability of insured property up to a stated maximum coverage amount), endorsements on matters relating to usury, first loss, last dollar, zoning, contiguity, future advances, doing business, non-imputation, public road access, survey, variable rate, environmental lien, subdivision, separate tax lot revolving credit, so-called comprehensive coverage over covenants and restrictions and for any and all other matters that the lien resulting from the provisions of such Mortgage providing Agent may request. Such Title Policy shall not include an exception for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policymechanics’ liens, and shall provide for affirmative insurance and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon reinsurance (including direct access agreements) as the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAAgent may reasonably request;

Title Insurance. (a) Such The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title, the form and substance of which is acceptable to prudent mortgage lending institutions making mortgage loans in the area wherein the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first priority lien of the related Mortgage Mortgage, as applicable, in the original principal amount of such the Mortgage Loan, with respect to a Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity (or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable extent a Mortgage Note Rate provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (a), (b) and Monthly Payment(c) of paragraph (i) of this Schedule 1. AdditionallySeller, either such lender’s title insurance policy affirmatively insures that there is ingress its successors and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder or servicer of the related Mortgage Mortgage, including Seller, has done, by act or omission, anything that which would impair the coverage of such lender’s title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other Person, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;realized by Seller.

Title Insurance. Within Ten (10) days of the Effective Date (which time may be extended as required by the Title Company) Seller at Seller’s sole expense, shall obtain a current commitment for title insurance (a “Title Commitment”) in the amount of the Purchase Price, and final policy thereafter, each in a form and substance reasonably acceptable to Purchaser, showing merchantable title subject only to the following permitted exceptions: (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable all taxes and special assessments credited to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policyat Closing; (b) The mortgage building and building line, use, and occupancy restrictions, conditions and covenants of record; (c) zoning laws and ordinances; (d) easements for the use of public utilities; (e) public roads and highways; and (f) drainage ditches, feeders and laterals (collectively, “Permitted Exceptions”). None of these exceptions shall be considered Permitted Exceptions if they are violated by existing improvements or the present use of the Property. In the event that Purchaser is not satisfied with the results of the Title Commitment (other than Permitted Exceptions), Purchaser shall, on or before the date which is Five (5) days following delivery by Seller of the Title Commitment, provide Seller with any written objections to the results of the Title Commitment and the condition of title insurance policy covering each unit mortgage to the Property. Seller shall thereafter have the right but not the obligation to cure all such objections and to give written notice of such cure to Purchaser prior to the Closing Date. If Seller fails to or elects not to cure any such objections or fails to give notice of such cure to Purchaser within said period, Purchaser may terminate this Purchase Agreement by providing Seller with written notice of termination as of the Closing Date and if Purchaser does not terminate this Purchase Agreement within such period, Purchaser shall be deemed to have waived Purchaser’s written objections. If Purchaser terminates this Purchase Agreement in a condominium accordance with this Section 4.2, Seller shall immediately direct the Title Company to return all Xxxxxxx Money to Purchaser and neither party shall have any further rights or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac obligations hereunder or GNMA;otherwise and this Purchase Agreement shall be deemed terminated.

Title Insurance. (a) Such The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title, the form and substance of which is acceptable to prudent mortgage lending institutions making mortgage loans in the area wherein the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s Buyer and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, Buyer and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first priority lien of the related Mortgage Mortgage, as applicable, in the original principal amount of such the Mortgage Loan and in Loan. Where required by state law or regulation, the case of ARM Loans, against any loss by reason Mortgagor has been given the opportunity to choose the carrier of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Paymentrequired mortgage title insurance. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exception or to replace the Servicer is standard survey exception with a specific survey reading. Seller, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder or servicer of the related Mortgage Mortgage, including Seller, has done, by act or omission, anything that which would impair the coverage of such lender’s title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other Person, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;realized by Seller.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Xxxxxx Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policyby the Depositor, neither the Seller, nor to the best of the Seller’s knowledge, applicable Xxxxxx Mortgage Loan Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Depositor or the applicable Xxxxxx Mortgage Loan Seller from whom the Depositor or the applicable Xxxxxx Mortgage Loan Seller has taken by assignment) under such title insurance; and neither the Depositor nor the applicable Xxxxxx Mortgage Loan Seller (or any of its Affiliates) has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. Not less than ten (a10) Such Mortgage Loan is covered days prior to --------------- the Closing, Purchaser shall, at Purchaser's sole cost and expense, obtain a preliminary title report for an owner's policy of title insurance for the Real Property from a title insurance company selected by Purchaser (the "Title Company"), along with copies of all documents and instruments reflecting items noted as exceptions to title (the "Preliminary Title Report"). The Preliminary Title Report shall be in sufficient detail to provide the basis for the issuance of the Policy (as defined below). Not less than ten (10) days prior to the Closing, Purchaser shall, at Purchaser's sole cost and expense, obtain an ALTA lender’s title insurance policy or short Survey of the Real Property in form title policy and substance acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable Purchaser and otherwise sufficient to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable enable the Title Company to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting delete from the provisions of such Mortgage providing Policy the so-called standard exception for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been matters disclosed by an accurate surveysurvey (the "Survey"). After Purchaser has received the Preliminary Title Report and the Survey, Purchaser shall indicate which exceptions, liens, encumbrances, security interests, encroachments, overlaps, protrusions, boundary line disputes or other matters shown in the Preliminary Title Report and the Survey (collectively "Defects") may remain on the title (the "Permitted Exceptions"). The Seller or the Servicer is the sole insured of such lender’s title insurance policyShareholders shall, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure prior to the benefit Closing, at their sole cost and expense, cure or remove or cause the Title Company to provide affirmative coverage, in form and substance acceptable to Purchaser, with respect to all Defects that are not Permitted Exceptions; provided, however, that (a) with respect to Defects consisting of monetary liens of an ascertainable amount, the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policyShareholders shall satisfy all thereof; (b) with respect to easements and the like, none thereof shall be deemed Defects unless they materially and adversely affect the use of the particular parcel of the Real Property for the purpose(s) now used and would cause a reversion or forfeiture of title as a consequence of the violation(s) thereof; and (c) as respects any other title matters constituting Defects, the Shareholders shall have no obligation to expend more than $25,000 in the aggregate in order to cure such matters. Prior to the Closing, Purchaser will obtain either an ALTA Extended Owner's Form B Policy of Title Insurance or its equivalent from the Title Company (the "Policy") or a binding undertaking from the Title Company to issue such policy, insuring that fee simple title to the Real Property is vested in the Company, such insurance to be in an amount reasonably determined by Purchaser. The mortgage Policy will contain no exceptions other than the Permitted Exceptions (including any so-called "standard exceptions") and will insure fee simple title insurance policy covering each unit mortgage to the Real Property in a condominium or PUD project related the Company with such affirmative endorsements as may be requested by Purchaser, including, but not limited to, zoning, survey, access, contiguity, comprehensive, mechanics liens, and non-imputation. The cost of the premium charged by the Title Company shall be borne solely by Purchaser. The Shareholders shall execute such affidavits and indemnities in favor of the Title Company in order to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;permit the Title Company to issue the Policy including the endorsements.

Title Insurance. Seller and Purchaser acknowledge and agree that Purchaser intends to obtain from Title Agent a current Commitment for Title Insurance based upon Chicago Title Insurance Company Commitment No. 01508.0736 in favor of Applejazz, LLC (a"Applejazz") Such Mortgage Loan is covered issued August 17, 2000, effective August 11, 2000 ("Title Commitment") covering each Real Property issued by Chicago Title Insurance Company (the "Title Company"), whereby the Title Company commits to issue to Purchaser a current form ALTA Owner's Policy of Title Insurance (collectively and interchangeably, the "Title Policy") with extended coverage, subject only to the matters identified on EXHIBIT "C" attached hereto and incorporated herein by reference, the Leases, existing zoning, sewer, drainage and other public utility servitudes of record, liens for ad valorem taxes which are not yet due and payable, subdivision or other covenants, restrictions and easements which do not adversely affect the use of the Real Property for its current uses, and any other exceptions agreed to by Purchaser in writing (collectively "Permitted Exceptions"). Purchaser, at its option, may also obtain an ALTA lender’s title insurance policy or short form title policy acceptable ALTA/ACSM "Urban" Class certified survey of any of the Real Property satisfactory to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (orPurchaser, in jurisdictions where ALTA policies are not generally approved for useits sole opinion (hereinafter, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAthe "Survey(s)"), issued bearing a legal description, made by a licensed surveyor. Purchaser has obtained or shall obtain from Applejazz copies of any prior title insurer acceptable to Xxxxxx Maeevidence, Xxxxxxx Mac such as a current abstract or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation any prior surveys Seller may have previously delivered to Applejazz, of any of the transactions contemplated by Real Property to expedite further examination of title. Purchaser and Seller acknowledge and agree that Purchaser is hereby deemed to have raised as objections, effective as of the date of this Agreement Agreement, the matters set forth in that certain letter from counsel to Applejazz dated August 18, 2000 (collectively "Defects"). Seller shall make a good faith effort to so cure such Defects and will inure Seller shall have twenty (20) days from the date of Purchaser's notice of such Defects to furnish evidence to the benefit extent the Defects are cured or removed. If Seller is unable to cure such Defects within said twenty (20) days, Purchaser may, at its election, take the title as it then is upon giving to Seller notice of such election and tendering performance on its part, or Purchaser may exercise its rights to lease any of the Real Properties affected by such Defects as provided under paragraph 6(c). Closing shall be an insured closing so that when title is transferred to Purchaser, the Title Policy(ies), as aforesaid, shall be delivered to Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor subject only to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Permitted Exceptions.

Title Insurance. (a) Such Mortgage Loan is covered by an An ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, issued by the Title Company (which shall be approved by Administrative Agent) in the maximum amount of the Loan plus any other amount secured by the Mortgage, on a coinsurance and/or reinsurance basis if and such lender’s as required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the Mortgage constitutes a valid lien covering the Land and all Improvements thereon, having the priority required by Administrative Agent and subject only to those exceptions and encumbrances (regardless of rank or priority) Administrative Agent approves, in a form acceptable to Administrative Agent, and with all “standard” exceptions which can be deleted, including the exception for matters which a current survey would show, deleted to the fullest extent authorized under applicable title insurance policy is rules, and Borrower shall satisfy all requirements therefor permitted; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full force coverage against mechanics’ and effect materialmen’s liens to the extent authorized under applicable title insurance rules, and will be Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in full force the Title Insurance have been violated, and effect upon the consummation that no violation of the transactions contemplated by this Agreement and restrictions will inure result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that fee simple indefeasible or marketable (as coverage is available) fee simple title to the benefit Land and Improvements is vested in Borrower; containing such affirmative coverage and endorsements (including the standard New York endorsements) as Administrative Agent may require and are available under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other matters appurtenant to or benefiting the Land and/or the Improvements as part of the Purchaser without any further act. No claims have been made insured estate; insuring the right of access to the Land to the extent authorized under such lender’s applicable title insurance policyrules, neither and Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent regarding advances and/or readvances of Loan funds after closing. Borrower and Borrower’s counsel shall not have any interest, direct or indirect, in the Seller, nor to the best Title Company (or its agent) or any portion of the Sellerpremium paid for the Title Insurance. The policy shall contain a pending disbursement clause in Lender’s knowledge, any prior holder of the related Mortgage has done, standard form or such other form approved by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Lender.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form issued by a nationally recognized title policy acceptable to Xxxxxx Xxxinsurance company, Xxxxxxx Mac or GNMA insuring that each related Mortgage is a valid first lien on such Mortgaged Property in the original principal amount of the Mortgage Loan and any Other Loan secured by such Mortgage (or, in jurisdictions where ALTA policies are not generally approved for useif the Mortgage Loan is part of a Loan Combination, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances, subject to the fact that the related Mortgage secures one of the Other Loans and, if the Mortgage Loan is part of a Loan Combination, further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s), (or if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the case of ARM Loansapplicable jurisdiction, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of as required, to issue such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either policy; such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policy, neither by the Seller, nor to the best of the Seller’s knowledge, Seller or any prior holder of the related Mortgage Loan (other than a prior holder unaffiliated with the Seller from whom the Seller has taken by assignment) under such title insurance; and neither the Seller nor any Affiliate of the Seller has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s 's title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a11(a) and (b) above) the Seller or the ServicerServicier, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s 's title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any no prior holder of the related Mortgage (including the Seller) has done, by act or omission, anything that would impair the coverage of such lender’s 's insurance policy, and and, there is no act, omission, condition, or information that would impair the coverage of such lender’s 's insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFNMA and FHLMC;

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxx and Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s 's title insurance policy acceptable to Xxxxxx Xxx, Xxx and Xxxxxxx Mac or GNMAMac), issued by a title insurer acceptable to Xxxxxx Mae, Mae and Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a12)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s 's title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or originator of the Servicer Mortgage Loan, its successor and/or assignee is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s 's knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;related

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the applicable Seller/Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller Seller/Servicer warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s ’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the applicable Seller/Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this the [ ] Agreement and will inure to the benefit of the Purchaser Redwood Trust without any further act. No claims have been made under such lender’s title insurance policy, neither the applicable Seller/Servicer, nor to the best of the SellerRedwood Trust’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFNMA and FHLMC;

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s 's title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s ' s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s 's knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s 's insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s 's insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFNMA and FHLMC;

Title Insurance. (a) Such The Mortgage Loan is covered by an ALTA lender’s title insurance policy or short other generally acceptable form title of policy of insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA)Mac, issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerCompany, its successors and assigns assigns, as to the first priority lien lien, as applicable, of the related Mortgage in the original principal amount of such and, with respect to ARM Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to in the applicable Note Mortgage Interest Rate and Monthly Payment, in each case, in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including the Company, has done, by act or omission, anything that which would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium including without limitation, no unlawful fee, commission, kickback or PUD project related to other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such Mortgage Loan meets all requirements of Xxxxxx Maeunlawful items have been received, Xxxxxxx Mac retained or GNMArealized by the Company;

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Lehman Trust Mortgagx Xxxx that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policyby the Depositor, neither the Seller, nor to the best of the Seller’s knowledge, applicable Lehman Mortgage Loan Xxxxxr or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Depositor or the applicable Lehman Mortgage Loan Xxxxxr from whom the Depositor or the applicable Lehman Mortgage Loan Xxxxxr has taken by assignment) under such title insurance; and neither the Depositor nor the applicable Lehman Mortgage Loan Xxxxxr (or any of its Affiliates) has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such The Mortgage Loan is covered by either (i) --------------- an attorney's opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or short other generally acceptable form title of policy of insurance acceptable to Xxxxxx Xxx, Xxxxxxx Mac FNMA or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA)FHLMC, issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac FNMA or GNMA, FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerCompany, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan Loan, subject only to the exceptions contained in clauses (1), (2) and in the case (3) of ARM Loans, paragraph (j) of this Section 3.02 and against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage the mortgage providing for adjustment to the applicable Note Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including the Company, has done, by act or omission, anything that which would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage 's title insurance policy covering each unit mortgage in a condominium including without limitation, no unlawful fee, commission, kickback or PUD project related to other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such Mortgage Loan meets all requirements of Xxxxxx Maeunlawful items have been received, Xxxxxxx Mac retained or GNMArealized by the Company;

Title Insurance. (a) Such The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title, the form and substance of which is acceptable to prudent mortgage lending institutions making mortgage loans in the area wherein the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicerapplicable Seller, its successors and assigns assigns, as to the first priority lien of the related Mortgage Mortgage, as applicable, in the original principal amount of such the Mortgage Loan, with respect to a Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity (or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable extent a Mortgage Note Rate provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (a), (b) and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey(c) of paragraph (i) of this Schedule 1. The Seller or the Servicer is applicable Seller, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder or servicer of the related Mortgage Mortgage, including any Seller, has done, by act or omission, anything that which would impair the coverage of such lender’s title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other Person, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in realized by a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Seller.

Title Insurance. (a) Such Mortgage Loan is covered by Buyer in cooperation with the Craigs shall have obtained, in preparation for Closing, a commitment for an ALTA lender’s title insurance policy Owners or short form title Leasehold Policy of Title Insurance, as the case may be, Form B-1970, for each of the parcels of real property located in the United States and an equivalent policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA Buyer for each of the parcels of real property located outside of the United States (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAthe "TITLE COMMITMENTS"), issued by a title insurer acceptable satisfactory to Xxxxxx MaeBuyer (the "TITLE INSURER"), Xxxxxxx Mac or GNMA, and qualified in such amount as Buyer determines to do business in be the jurisdiction where the related Mortgaged Property is locatedfair market value (including all improvements thereon), insuring (Buyer=s interest in such parcel as of Closing, subject only to the exceptions contained in clauses Permitted Encumbrances. The Craigs shall deliver at the time of delivery of the Title Commitments, copies of all documents of record referred to therein. The Craigs will provide Buyer with title insurance policies (11)(a"TITLE POLICIES") on or before the Closing, from the Title Insurer based upon the Title Commitments. The Craigs will deliver to the Title Insurer all affidavits, undertakings and other title clearance documents necessary to issue the Title Policies and endorsements thereto. Each such Title Policy will be dated as of the date of closing and (a) insure title to the applicable parcels of real estate and all recorded easements benefitting such parcels, subject only to Permitted Encumbrances, (b) abovecontain an "extended coverage endorsement" insuring over the general exceptions contained customarily in such policies, (c) contain an ALTA Zoning Endorsement 3.1, with parking (or equivalent), (d) contain an endorsement insuring that the Seller or parcel described in such Title Policy is the Servicerparcel shown on the survey delivered with respect to such parcel and a survey accuracy endorsement, its successors (e) contain an endorsement insuring that each street adjacent to such parcel is a public street and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress direct and egress unencumbered pedestrian and vehicular access to such street from such parcel, (f) if the real estate covered by such policy consists of more than one record parcel, contain a "contiguity" endorsement insuring that all of the record parcels are contiguous to one another, (g) contain a non-imputation endorsement, (h) contain a tax number endorsement and from the Mortgaged Property or the Seller warrants that there is ingress (i) contain such other endorsements as Buyer and egress to and from the Mortgaged Property and the Buyer's lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey, if any, may reasonably request. The Seller or cost of the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and Title Commitment will be in full force and effect upon borne by the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Buyer.

Title Insurance. At the Closing, and as a condition thereto, the Title Company shall issue to Purchaser a TLTA Owner’s Policy of Title Insurance (athe “Title Policy”) Such Mortgage Loan is covered with liability in the amount of the Purchase Price, showing title to the Real Property vested in the Purchaser, with such endorsements as Purchaser shall request and the Title Company shall have agreed to issue prior to the expiration of the Property Approval Period, subject only to: (i) the pre-printed standard exceptions in such Title Policy that will not be removed pursuant to (x) the Title Company’s receipt of the Existing Surveys or New Surveys and Purchaser’s payment of applicable premiums or (y) the Owner Affidavit required to be delivered by an ALTA lender’s title insurance policy Seller pursuant to Section 10.3(k) of this Agreement, (ii) exceptions approved or short form title policy acceptable deemed approved by Purchaser pursuant to Xxxxxx XxxSection 6.2 above, Xxxxxxx Mac or GNMA (oriii) the Tenant Leases, in jurisdictions where ALTA policies (iv) any taxes and assessments for any year that are not generally approved for useyet due and payable as of the Closing, a lender’s title insurance policy acceptable to Xxxxxx Xxx(v) intentionally deleted, Xxxxxxx Mac (vi) all matters shown on the Existing Surveys, the New Surveys or GNMA)any updates thereto, issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac (vii) any matters which have been removed or GNMAaffirmatively insured over, and qualified (viii) any exceptions arising from Purchaser’s actions (collectively, the “Permitted Exceptions”). In the event Purchaser elects not to do business in pay for any additional premium for the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein survey modification or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or endorsements, then the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will Title Policy to be in full force and effect upon the consummation issued as of the transactions contemplated by this Agreement and will inure Closing shall be a standard TLTA Owner’s Policy of Title Insurance which shall include, among other things, a general survey exception. It is understood that Purchaser may request a number of endorsements to the benefit Title Policy, but the issuance of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor endorsements shall not be a condition to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Closing.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Xxxxxx Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures fact that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or any interest therein binding pro forma marked as binding and signed (either thereon or any other adverse circumstance that either is disclosed on a related escrow letter attached thereto) by the title insurer or would have been disclosed by an accurate survey. The Seller or its authorized agent) from a title insurer qualified and/or licensed in the Servicer is the sole insured of applicable jurisdiction, as required, to issue such lender’s title insurance policy, and ; such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of the GIC Office Trust Mortgage Loan, the GIC Office Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policy, neither by the Seller, nor to the best of the Seller’s knowledge, Depositor or any prior holder of such Mortgage Loan under such title insurance policy; and neither the related Depositor nor the applicable Xxxxxx Mortgage Loan Seller (or any of its Affiliates) has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such The Mortgage Loan (other than each Cooperative Loan) is covered by an ALTA lender’s 's title insurance policy or short other generally acceptable form title of policy of insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA)Mac, issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerCompany, its successors and assigns assigns, as to the first priority lien lien, as applicable, of the related Mortgage Mortgage, in the original principal amount of such the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to in the applicable Note Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including the Company, has done, by act or omission, anything that which would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage 's title insurance policy covering each unit mortgage in a condominium including without limitation, no unlawful fee, commission, kickback or PUD project related to other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such Mortgage Loan meets all requirements of Xxxxxx Maeunlawful items have been received, Xxxxxxx Mac retained or GNMArealized by the Company;

Title Insurance. Seller agrees to use good faith, diligent efforts to cause the Title Company, at Closing, to issue (aor irrevocably commit to issue) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (orthe Title Policy, in jurisdictions where ALTA policies are all material respects, as required under this Agreement. Notwithstanding anything to the contrary contained in this Agreement, if, however, the Title Company fails or refuses to issue (or irrevocably commit to issue) said Title Policy at Closing, and provided that (i) Seller has utilized good faith, diligent efforts to cause Title Company to issue (or irrevocably commit to issue) such Title Policy, (ii) Seller has delivered all customary indemnifications and/or affidavits to the Title Company to enable the Title Company to issue (or irrevocably commit to issue) such Title Policy, (iii) the failure of the Title Company to issue (or irrevocably commit to issue) such Title Policy is not generally approved for usethe result of any new title matter first arising from and after the date of the Title Commitment and arising from the acts or omissions of Seller in violation of the provisions of this Agreement, and (iv) the failure of the Title Company to issue (or irrevocably commit to issue) such Title Policy is not a lender’s title insurance policy acceptable result of any default of Seller hereunder (other than a default based on a failure of Seller to Xxxxxx Xxx, Xxxxxxx Mac cause the Title Company to issue (or GNMAirrevocably commit to issue) such Title Policy otherwise required hereunder), issued then, notwithstanding anything contained in this Agreement to the contrary, the failure of the Title Company to issue (or irrevocably commit to issue) said Title Policy shall not be deemed a default by a title insurer acceptable to Xxxxxx MaeSeller hereunder, Xxxxxxx Mac or GNMAand, in lieu thereof, and qualified as its sole recourse, Buyer may elect to do business either (1) terminate this Agreement, in which event the jurisdiction where the related Mortgaged Property is locatedExxxxxx Money Deposit and any interest thereon net of investment charges shall be forthwith returned to Buyer, insuring (subject to the exceptions contained disbursement and payment release conditions set forth in clauses (11)(a) and (b) above) the Seller or the ServicerSection 3.1, its successors and assigns as to the first priority lien all obligations of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policyparties hereunder shall terminate, and such lender’s title insurance policy is in full this Agreement shall otherwise have no further force and effect and will be in full force and effect upon the consummation (other than those matters which expressly survive early termination of this Agreement), or (2) proceed to close the transactions contemplated by hereby in accordance with the terms of this Agreement and will inure Agreement, whereupon Buyer shall accept such form of title insurance policies, if any, as the Title Company is then prepared to the benefit issue. Buyer’s failure to make either of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither two elections described in the Seller, nor to preceding sentence on or before the best Closing Date shall be deemed an election of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; option (b2) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;above.

Title Insurance. Within five (a5) Such Mortgage Loan business days after the Agreement Date, Escrow Holder shall deliver to Lessee a preliminary title report (“Preliminary Title Report”) and legible copies of all underlying title documents referenced as exceptions to title therein. Within sixty (60) days following its receipt of the items described in the immediately preceding sentence, Lessee shall have the right to notify Lessor in writing of any matters shown in the Preliminary Title Report and, if applicable, encroachments or other items shown on the Survey (defined below), of which Lessee disapproves (each a “Title Defect”). Any Title Defect or other objection disclosed by the Preliminary Title Report (other than liens removable by the payment of money) or any ALTA survey procured by Lessee for the Premises (“Survey”) which is covered not timely specified by an ALTA lenderLessee in any written notice of Title Defects delivered to Lessor prior to the expiration of the Due Diligence Period shall be deemed approved by Xxxxxx. Lessor shall notify Lessee in writing within five (5) business days of Xxxxxx’s title insurance policy delivery of notice of Title Defects whether or short form title policy acceptable not Lessor elects to Xxxxxx Xxxcure any Title Defect or other objection. If Lessor elects to cure, Xxxxxxx Mac Lessor shall use diligent efforts to cure the Title Defects and/or objections as soon as reasonably possible, but no later than the Outside Option Expiration Date. If Lessor elects not to cure or GNMA (orif such Title Defects and/or objections are not cured, Lessee shall have the right, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien lieu of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or remedies, to: (i) elect not to exercise the Servicer is the sole insured of such lender’s title insurance policyOption, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by terminate this Agreement and will inure receive a return of the Year 1 Option Payment (as defined in Section 5.1 below), together with all interest accrued thereon; or (ii) waive such Title Defects and/or objections and proceed to exercise the Option. Without limiting the foregoing, prior to the benefit of the Purchaser without any further act. No claims have been made under such lender’s Outside Option Expiration Date, Lessor shall, at its sole cost and expense, cause to be removed from title insurance policy, neither the Seller, nor to the best Premises any deed of the Seller’s knowledgetrust, lien, security interest or other monetary encumbrance, except for any prior holder of the related Mortgage has doneliens for non-delinquent taxes or assessments, by act whether or omission, anything that would impair the coverage not Lessee affirmatively disapproves of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage items in a condominium or PUD project related any notice to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Lessor.

Title Insurance. Seller will deliver to Purchaser a Preliminary Title Insurance Commitment (a“Commitment”) Such Mortgage Loan issued by Chicago Title Insurance Company, the (“Title Company”), dated within 20 days of the Effective Date and identified as commitment number 1401-008979801 and subsequent to Closing, will deliver an Owner’s Policy of title Insurance (“Owner’s Policy”) issued by the Title Company in the full amount of the Purchase Price, dated as of Closing, insuring Purchaser’s fee simple title to the Property. Purchaser has reviewed and accepted the Commitment, has obtained, reviewed and approved copies of all documents of record and the current Land Lease, hereinafter defined, and has reviewed and accepted the Survey, defined below and by execution of this Agreement hereby waives any and all objections to any defects, encumbrances, liens, encroachments, easements and all other matters disclosed by either the Commitment or the Survey, with the exception of any mortgage liens and security interests of any mortgage holder (“Financing Liens”) for which appropriate releases, payoffs, and/or termination statements will be delivered at Closings. All matters disclosed by the Commitment and the Survey, other than the Financing Liens, are herein referred to as the “Permitted Exceptions”. If the Title company is covered by an ALTA lendernot able to issue or commit to issue the Owner’s Policy at the closing because of a defect in, or encumbrance on, title to the Property which is not included in the Permitted Exceptions, and Purchaser objects to such title defect or encumbrance, seller shall be entitled to delay the Closing for 10 Business Days, hereinafter defined, for purposes of attempting to clear such defect or encumbrance from title or procuring title insurance policy over such defect or short form title policy acceptable encumbrance; provided however, Seller shall be under no obligation to Xxxxxx Xxxcure, Xxxxxxx Mac release or GNMA (or, in jurisdictions where ALTA policies are insure over any such defects or encumbrances. In the event Seller does not generally approved for use, a lender’s cure or procure title insurance policy acceptable to Xxxxxx Xxxover same within the time provided, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement will thereupon terminate and will inure all Xxxxxxx Money shall be returned to the benefit of the Purchaser, unless Purchaser waives any such defect or encumbrance and elects to proceed to Closing without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act adjustment or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;setoff.

Title Insurance. (a) Such Mortgage Loan is covered by At the Closing, and as a condition thereto, the Title Company shall issue to Purchaser an ALTA lenderextended coverage Owner’s Policy of Title Insurance (the “Title Policy”) with liability in the amount of the Purchase Price, showing title to the Real Property vested in the Purchaser, with such endorsements as Purchaser shall request and Title Company shall have agreed to issue same, subject only to: (i) the pre-printed standard exceptions in such Title Policy that are not customarily deleted at closings following the Title Company’s receipt of all Schedule B-1 or Schedule C (as applicable) requirements contained in the PTR, (ii) exceptions approved or deemed approved by Purchaser pursuant to Section 6.2 above, (iii) the Tenant Leases, (iv) any taxes and assessments for any year that are not yet due and payable as of the Closing, (v) [intentionally deleted], (vi) a specific, itemized list of adverse matters shown on the Updated Survey, or any updates thereto, that are approved or deemed approved by Purchaser pursuant to Section 6.2 above or shown on the PTR, (vii) any matters which are affirmatively insured over on terms acceptable to Purchaser in its sole and absolute discretion, and (viii) any exceptions arising from Purchaser’s actions (collectively, the “Permitted Exceptions”). In the event Purchaser elects not to pay for any additional premium for the ALTA extended coverage policy, then the Title Policy to be issued as of the Closing shall be a standard ALTA Owner’s Policy of Title Insurance which shall include, among other things, a general survey exception. It is understood that Purchaser may request a number of endorsements to the Title Policy, but the issuance of any such endorsements shall not be a condition to Closing. If (i) the Title Company (A) is unable or unwilling to consummate Closing or to otherwise delete or revise any title exception, issue any endorsement or commit to any specific coverage or affirmative title insurance policy requested by Purchaser with respect to the Title Policy or short form any title policy acceptable to Xxxxxx Xxxrequested by Purchaser’s lender (such requested insurance, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAthe “Requested Insurance”), issued by a title insurer acceptable to Xxxxxx Maeor (B) requires that Purchaser, Xxxxxxx Mac or GNMASeller, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lenderPurchaser’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein lender or any other adverse circumstance that either is disclosed third party provide any affidavits, indemnities, agreements, due diligence or would have been disclosed by an accurate survey. The Seller other documentation in order for the Title Company to consummate Closing or to otherwise provide the Servicer is the sole insured Requested Insurance, (ii) Purchaser provides written evidence (which may be via electronic mail) to Sellers of such lender’s title insurance policyinability or unwillingness of, or requirements by, the Title Company to provide the Requested Insurance, and such lender’s title insurance policy is in full force (iii) Purchaser provides written evidence to Sellers that Fidelity National Title Insurance Company (“Fidelity”) has committed to consummate Closing or to otherwise provide the Requested Insurance without requiring the satisfaction of any requirements of Title Company being contested by Purchaser, Purchaser shall have the right (the “Title Company Option”) to transfer responsibility as the Title Company hereunder to Fidelity by written notice to Seller. If Purchaser properly exercises the Title Company Option, (w) Title Company, Seller and effect and will Purchaser shall cause the Xxxxxxx Money Deposit to be in full force and effect transferred to Fidelity, (x) Fidelity shall execute a revised Title Company Joinder page to this Agreement upon the consummation receipt of the transactions contemplated by this Agreement Xxxxxxx Money Deposit, (y) the Closing Extension Conditions shall be modified to remove the condition precedent described in Section 10.8(b), and will inure (z) Seller shall -24- not be required to modify the benefit form of Owner Affidavit attached hereto as Exhibit K except to change the name of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor Title Company to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Fidelity.

Title Insurance. (a) Such Mortgage Loan is covered by The Bank shall have received and approved an ALTA lender’s title --------------- insurance policy (or a title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAcommitment marked through the Loan closing date with all Schedule B-1 requirements and standard exceptions deleted), issued by the Title Insurer (which shall be approved by the Bank) in the maximum amount of the Loan plus any other amount secured by the Mortgage, on a title insurer coinsurance or reinsurance basis if and as required by the Bank, insuring without exclusion or exception for creditor's rights that the Mortgage constitutes a valid lien covering the Land and all Improvements thereon, having the priority required by the Bank and subject only to those exceptions and encumbrances (regardless of rank or priority) the Bank approves, in a form acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMAthe Bank, and qualified with all "standard" exceptions which can be deleted, including the exception for matters which a current survey would show, deleted to do business the fullest extent authorized under applicable title insurance rules, and the Borrower shall satisfy all requirements therefor permitted; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed "not yet due and payable" and no exception for subsequent assessments for prior years; providing full coverage against mechanics' and materialmens' liens to the extent authorized under applicable title insurance rules, and the Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the jurisdiction where Title Insurance have been violated, and that no violation of the related Mortgaged Property restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that fee simple indefeasible or marketable (as coverage is located, insuring (subject available) fee simple title to the exceptions contained Land and Improvements is vested in clauses (11)(a) the Borrower; containing such affirmative coverage and (b) above) endorsements as the Seller Bank may require and are available under applicable title insurance rules, and the Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other matters appurtenant to or benefiting the Land or the Servicer, its successors and assigns Improvements as part of the insured estate; insuring the right of access to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment Land to the extent authorized under applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property rules, and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, Borrower shall satisfy all requirements therefor; and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure containing provisions acceptable to the benefit Bank regarding advances or readvances of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;funds after closing.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Lehman Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment xxxxxer subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policyby the Depositor, neither the Seller, nor to the best of the Seller’s knowledge, applicable Lehman Mortgage Loan Seller or any prior holder of such Mortgaxx Xxxn (other than a prior holder unaffiliated with the related Depositor or the applicable Lehman Mortgage Loan Seller from whom the Depositor or the appxxxxxxe Lehman Mortgage Loan Seller has taken by assignment) under sucx xxxxe insurance; and neither the Depositor nor the applicable Lehman Mortgage Loan Seller (or any of its Affiliates) has done, by xx act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan is covered by an An ALTA lender’s title insurance policy (or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMApromulgated by the laws of the state in which the Property is located if an ALTA insurance policy is not available), issued by the Title Company (which shall be approved by Administrative Agent in its good faith business judgment) in the maximum amount of the Loan, on a title insurer coinsurance and/or reinsurance basis if and as required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the Deed of Trust constitutes a valid lien covering the Land and all Improvements thereon, having the priority required by Administrative Agent and subject only to those exceptions and encumbrances (regardless of rank or priority) Administrative Agent approves, in a form acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMAAdministrative Agent, and qualified with all “standard” exceptions which can be deleted, including the exception for matters which a current survey would show, deleted to do business the fullest extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements for the issuance of such policy; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full coverage against mechanics’ and materialmens’ liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the jurisdiction where the related Mortgaged Property is locatedTitle Insurance have been violated (or that such restrictive are unenforceable as a matter of Law or, insuring (subject with respect to the exceptions contained restriction on sale of alcoholic beverages, are endorsed over the Title Company pursuant to an endorsement approved by Administrative Agent), and that no violation of the restrictions will result in clauses (11)(a) a reversion or forfeiture of title; insuring all appurtenant easements; insuring that Borrower’s fee estate in the Land and (b) above) the Seller Improvements is marketable, vested in Borrower; containing such affirmative coverage and endorsements as Administrative Agent may require and are available under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other matters appurtenant to or benefiting the Servicer, its successors and assigns Land and/or the Improvements as part of the insured estate; insuring the right of access to the first priority lien Land to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent in its good faith business judgment regarding advances and/or readvances of Loan funds after closing. Borrower and Borrower’s counsel shall not have any interest, direct or indirect, in the Title Company (or its agent) or any portion of the related Mortgage in premium paid for the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Title Insurance.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s), (or if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of the Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policy, neither by the Seller, nor to the best of the Seller’s knowledge, Seller or any prior holder of such Mortgage Loan (other than a prior holder unaffiliated with the related Mortgage Seller from whom the Seller has taken by assignment) under such title insurance; and neither the Seller nor any Affiliate of the Seller has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such The Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerBNC, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan Loan, subject only to the exceptions contained in clauses (1) and (2) of paragraph (j) above, and in the case of ARM Adjustable Rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exception or to replace the Servicer is standard survey exception with a specific survey reading. BNC, its successor and assigns, are the sole insured insureds of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement the Pooling and will inure to the benefit of the Purchaser without any further actServicing Agreement. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including BNC, has done, by act or omission, anything that which would impair the coverage of such lender’s 's title insurance policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMArealized by BNC;

Title Insurance. (a) Such Mortgage Loan is covered by For each Project to be added to the Collateral Pool as of the Closing Date: an ALTA lender’s title insurance policy (or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMApromulgated by the laws of the state in which the Collateral is located if an ALTA insurance policy is not available), issued by the Title Company (which shall be approved by Administrative Agent in its good faith business judgment) in the allocated Collateral Value for each Project, on a title insurer coinsurance and/or reinsurance basis if and as required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the applicable Deed of Trust constitutes a valid lien covering the Land and all Improvements thereon, having the priority required by Administrative Agent and subject only to those exceptions and encumbrances (regardless of rank or priority) Administrative Agent approves, in a form acceptable to Xxxxxx MaeAdministrative Agent and with all “standard” exceptions which can be deleted, Xxxxxxx Mac or GNMAincluding the exception for matters which a current survey would show, deleted to the fullest extent authorized under applicable title insurance rules, and qualified the Borrower owning such Project shall satisfy all requirements for the issuance of such policy; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to do business the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full coverage against mechanics’ and materialmens’ liens to the extent authorized under applicable title insurance rules, and the Borrower owning such Project shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the jurisdiction where Title Insurance have been violated (or that such restrictive covenants are unenforceable as a matter of Law pursuant to an endorsement approved by Administrative Agent), and that no violation of the related Mortgaged Property restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that the fee estate of the applicable Subsidiary Obligor in the Land and Improvements is locatedmarketable, vested in such Subsidiary Obligor; containing such affirmative coverage and endorsements as Administrative Agent may require and are available under applicable title insurance rules, and the applicable Subsidiary Obligor shall satisfy all requirements therefor; insuring (subject any easements, leasehold estates or other matters appurtenant to or benefiting the Land and/or the Improvements as part of the insured estate; insuring the right of access to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as Land to the first priority lien extent authorized under applicable title insurance rules, and the Borrower owning such Project shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent in its good faith business judgment regarding advances and/or readvances of Loan funds after closing. Neither Borrowers nor their counsel shall have any interest, direct or indirect, in the Title Company (or its agent) or any portion of the related Mortgage in premium paid for the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Title Insurance.

Title Insurance. (a) Such Mortgage Loan is covered by At the Close of Escrow, and as a condition thereto, the Title Company shall issue to Buyer an ALTA lenderextended coverage Owner’s title insurance policy or short form Policy of Title Insurance 2006 Form for the Property with such endorsements as may have been reasonably requested by Buyer and included in a proforma title policy acceptable issued by the Title Company prior to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for usethe expiration of the Property Approval Period, a lendercopy of which shall be delivered to Seller prior to expiration of the Property Approval Period (a “Title Policy”) with liability in the amount of the Purchase Price, showing title to the Property vested in Buyer, subject only to (i) the preprinted standard exceptions in such Title Policy, (ii) exceptions approved or deemed approved by Buyer pursuant to Section 4.2, (iii) non-delinquent real property taxes and special assessments, (iv) any exceptions arising from Buyer’s title insurance policy acceptable actions, local, state and federal laws, ordinances or governmental regulations, including, but not limited to, building and zoning laws, ordinances and regulations, now or hereafter in effect relating to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMAthe Property, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(av) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or matters which would have been be disclosed by an accurate surveysurvey or physical inspection of the Property (collectively, the “Permitted Exceptions”). The Seller or parties acknowledge that the Servicer is Purchase Price represents the sole insured bulk price applicable to the entirety of such lender’s title insurance policythe Property on an aggregate basis, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation Seller shall not separately allocate any portion of the transactions contemplated by this Agreement Purchase Price to any particular, individual component of the Property. Buyer shall be responsible to have prepared and will inure delivered to the benefit Title Company an ALTA survey of the Purchaser without Property, at Buyer’s expense. Buyer shall pay the additional premium for extended coverage in excess of a standard CLTA policy and for any further actendorsements requested by Buyer (but not for any endorsements requested by Seller to cure a disapproved title item pursuant to Section 4.2, which shall be paid for by Seller). No claims have been made under such lenderThe Property Approval Period and Close of Escrow shall not be extended due to Buyer’s title insurance policyTitle Policy requirements. Notwithstanding the -6- Xxxxxx Realty, neither L.P. - Purchase Agreement Santa Fe Summit CONFIDENTIAL TREATMENT REQUESTED BY INTUIT INC. foregoing, if Buyer fails to provide an ALTA survey for the Seller, nor Property acceptable to the best Title Company for purposes of issuing the SellerTitle Policy, then the Title Policy to be issued on the Close of Escrow shall be an ALTA extended coverage Owner’s knowledge, any prior holder Policy of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in Title Insurance which shall include a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;general survey exception.

Title Insurance. Seller agrees to use good faith, diligent efforts to cause the Title Insurer, at Closing, to issue (aor irrevocably commit to issue) Such Mortgage Loan the Owner’s Policy required under this Agreement. If, however, the Title Insurer fails or refuses to issue (or irrevocably commit to issue) said Owner’s Policy at Closing, and provided that (i) Seller has utilized good faith, diligent efforts to cause Title Insurer to issue (or irrevocably commit to issue) the Owner’s Policy, (ii) Seller has delivered all customary indemnifications and/or affidavits to the Title Insurer to enable the Title Insurer to issue (or irrevocably commit to issue) the Owner’s Policy, and (iii) the failure of the Title Insurer to issue (or irrevocably commit to issue) the Owner’s Policy is covered not a result of any default of Seller hereunder, then, notwithstanding anything contained in this Agreement to the contrary, the failure of the Title Insurer to issue (or irrevocably commit to issue) said Owner’s Policy shall not be deemed a default by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx XxxSeller hereunder, Xxxxxxx Mac or GNMA (orand, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMAlieu thereof, and qualified as its sole recourse, Purchaser may elect to do business either (1) terminate this Agreement, in which event the jurisdiction where Xxxxxxx Money (specifically excluding the related Mortgaged Property is locatedOption Fee, insuring (subject which shall be paid to the exceptions contained in clauses (11)(aSeller) and (b) above) the Seller or the Servicerany interest thereon net of investment charges shall be forthwith returned to Purchaser, its successors and assigns as to the first priority lien all obligations of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policyparties hereunder shall terminate, and such lender’s title insurance policy is in full this Agreement shall otherwise have no further force and effect and will be in full force and effect upon the consummation (other than those matters which expressly survive early termination of this Agreement), or (2) proceed to close the transactions contemplated by hereby in accordance with the terms of this Agreement and will inure Agreement, whereupon Purchaser shall accept such form of title insurance policies, if any, as the Title Insurer is then prepared to the benefit issue. Purchaser’s failure to make either of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither two elections described in the Seller, nor to preceding sentence on or before the best Closing Date shall be deemed an election of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; option (b2) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;above.

Title Insurance. (a) Such The Mortgage Loan is covered by (a) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to Xxxxxx Mae, (b) an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, c) a CLTA lender’s title insurance policy or (d) another generally acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), form of policy of insurance issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is locatedlocated insuring the Company, insuring (its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan subject only to the exceptions contained in clauses (11)(a1), (2) and (b) above) the Seller or the Servicer3), its successors and assigns as with respect to the first priority lien of the related Mortgage in the original principal amount of such each Second Lien Mortgage Loan clause (4), of paragraph (k) of this Section 3.03, and in the case of ARM Loans, against any loss by reason of the invalidity or of unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to in the applicable Note Mortgage Interest Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein therein. Where required by state law or any other adverse circumstance that either is disclosed or would have regulation, the Mortgagor has been disclosed by an accurate surveygiven the opportunity to choose the carrier of such lender’s title insurance policy. The Seller or the Servicer is Company, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation sale of the transactions contemplated by this Agreement and will inure Mortgage Loan to the benefit of the Purchaser without any further actPurchaser. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including the Company and any Seller, has done, by act or omission, done anything that which would impair the coverage of such lender’s title insurance policy, and there is no act, omission, condition, or information that would impair . In connection with the coverage issuance of such lender’s title insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium , no unlawful fee, commission, kickback or PUD project related to other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such Mortgage Loan meets all requirements of Xxxxxx Maeunlawful items have been received, Xxxxxxx Mac retained or GNMArealized by the Company or any Seller;

Title Insurance. On or before the expiration of the Due Diligence Period, Purchaser shall have obtained a current title insurance commitment for the Real Estate issued by the Title Insurer, in which commitment the Title Insurer shall agree to (a) Such Mortgage Loan insure for the full amount of the Purchase Price merchantable and marketable fee simple title to the Real Estate, free of all exceptions (including, without limitation, the standard exceptions if the Survey is covered by an ALTA lender’s title insurance policy or short form title policy acceptable provided to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAthe Title Insurer), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in except only the jurisdiction where the related Mortgaged Property is located, insuring Permitted Exceptions (subject to the exceptions contained in clauses (11)(a) as defined below); and (b) aboveissue such endorsements as Purchaser may reasonably request (the "Title Commitment"). Purchaser shall provide any objections (collectively, the "Title Objections") to matters disclosed in the Survey, Title Commitment and/or exception documents on or before five (5) days prior to the expiration of the Due Diligence Period. If Purchaser provides any Title Objections, Seller shall notify Purchaser in writing on or before one (1) business day prior to the expiration of the Due Diligence Period whether Seller covenants and agrees to cure any such objection(s) prior to the Closing Date in a manner satisfactory to Purchaser in its sole discretion. Any exceptions to title reflected on the Title Commitment to which Purchaser fails to timely object (except: (a) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage any mortgage, other security instrument, UCC financing statement or tax or monetary lien arising in the original principal amount connection with any indebtedness or obligation of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor which in all cases shall be released at or before the closing, or, if not released, then Purchaser shall have the right to pay such monetary amounts and offset such payments against the best Purchase Price; provided, however, that Seller shall have no obligation to obtain the release of any mortgage, security instrument, UCC financing statement or tax or monetary lien arising out of or in connection with any indebtedness of or judgment against the Seller’s knowledge, any prior holder of lessee under the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, Ground Lease; and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage the standard, pre-printed exceptions, which in all cases shall be deleted from the final owner’s title insurance policy) shall be deemed "Permitted Exceptions". At closing, Purchaser shall receive a credit against the Purchase Price for the amount of the premium for the policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Maebe issued pursuant to the Title Commitment, Xxxxxxx Mac or GNMA;excluding any endorsements thereto.

Title Insurance. (a) Such The Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not other generally approved for use, a lender’s title acceptable form of policy of insurance policy acceptable to Xxxxxx Xxx, Mae or Xxxxxxx Mac or GNMA)Mac, issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerCompany, its successors and assigns assigns, as to the first [first] priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan Loan, subject only to the exceptions contained in Section 3.2(l), and in the case of ARM Loans, with respect to Adjustable Rate Mortgage Loans against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Rate and Scheduled Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein therein. Where required by state law or any other adverse circumstance that either is disclosed or would have regulation, the Mortgagor has been disclosed by an accurate surveygiven the opportunity to choose the carrier of such lender’s title insurance policy. The Seller or the Servicer is Company, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions purchase of the Mortgage Loans as contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including the Company, has done, by act or omission, anything that which would impair the coverage of such lender’s title insurance policy, and there is no act, omission, condition, or information that would impair . In connection with the coverage issuance of such lender’s title insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium , no unlawful fee, commission, kickback or PUD project related to other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such Mortgage Loan meets all requirements of Xxxxxx Maeunlawful items have been received, Xxxxxxx Mac retained or GNMArealized by the Company;

Title Insurance. (a) Such Mortgage The Loan is covered by either (i) an attorney’s opinion of title and abstract of title, the form and substance of which is acceptable to prudent mortgage lending institutions making mortgage loans in the area wherein the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxxthe FHA, Xxxxxxx Fxxxxx Mxx or Fxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Maethe FHA, Xxxxxxx Fxxxxx Mae or Fxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan the Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Part I of Schedule 1, with respect to each Loan, and in the case of ARM Adjustable Rate Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exception or to replace the Servicer is standard survey exception with a specific survey reading. Seller, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder or servicer of the related Mortgage Mortgage, including Seller, has done, by act or omission, anything that which would impair the coverage of such lender’s title insurance policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other Person, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;realized by Seller.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable Prior to Xxxxxx Xxxthe Effective Date, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMABuyer has ordered, and qualified the Title Company has delivered to do business Buyer, the title commitment’s set forth on Schedule 7.3(a)-1 (the “Pre-Signing Title Commitments”) with respect to each Hotel and Buyer has approved and accepted all matters and exceptions listed in the jurisdiction where Pre-Signing Title Commitments other than as set forth on Schedule 7.3(a)-2, if any (and such accepted title exceptions shall be deemed “Permitted Title Exceptions” for all purposes hereunder and the related Mortgaged Property is locatedexceptions set forth on Schedule 7.3(a)-2 shall be deemed “Unpermitted Title Exceptions” for all purposes hereunder with Seller expressly covenanting to cure all such Unpermitted Title Exceptions). Buyer shall be deemed to have waived any further right to object to any such Permitted Title Exceptions, insuring (subject to Buyer’s right to review and object to any new title matter which may first arise from and after the exceptions contained effective date of the applicable Pre-Signing Title Commitment but prior to the Closing as set forth in clauses (11)(aSection 7.3(b) and below. -20- (b) above) If any supplement or revision to a Pre-Signing Title Commitment delivered to Buyer after the Seller Effective Date contains exceptions to title or defects not shown in the Servicer, its successors and assigns as Pre-Signing Title Commitment delivered to Buyer prior to the first priority lien Effective Date and: (i) such additional matters or exceptions identified on the revised title commitment would be reasonably likely to result in a Title Material Adverse Effect and (ii) and such additional title objections were not caused by Buyer or any person on behalf of Buyer (such new exceptions satisfying the foregoing, as applicable, an “Intervening Encumbrance”), then Buyer shall be entitled to object to such Intervening Encumbrance(s) by delivery of written notice of objection to Seller on or before the third (3rd) Business Day after Buyer’s receipt of the related Mortgage supplement, underlying title exception documents and, if applicable, an updated survey showing such Intervening Encumbrance. Seller shall have five (5) Business Days from the receipt of Buyer’s notice of each such Intervening Encumbrance to elect by written notice to Buyer, in its sole and absolute discretion and without any obligation, whether or not to remove or to remedy the conditions or defects resulting in such Intervening Encumbrance (unless such Intervening Encumbrance is a Mandatory Cure Item) and procure a supplement to the title commitment, as applicable, removing such title objection or causing the Title Company to issue an endorsement thereto insuring Buyer against the applicable Intervening Encumbrance prior to or by the Closing. If Seller is either unable or unwilling to provide for the removal of one or more of such Intervening Encumbrances or does not agree to cure such Intervening Encumbrance (provided that Seller cannot decline to cure any Mandatory Cure Item), then, at Buyer’s option, this Agreement may be terminated upon written notice given by Buyer to Seller within three (3) Business Days after the expiration of Seller’s five (5) Business Day response period. For avoidance of doubt, if Seller fails to respond within such five (5) Business Day period, Seller shall be deemed to have elected not to cure such Intervening Encumbrance (unless such Intervening Encumbrance is a Mandatory Cure Item). If Buyer delivers a termination notice pursuant to this Section 7.3(b), then, upon delivery of such termination notice, this Agreement shall automatically terminate, and the parties shall be released from all further obligations under this Agreement (except for those which expressly survive Termination of this Agreement), provided that the Deposit shall be disbursed by Escrow Agent to Buyer. If Buyer shall have the right to, but does not terminate this Agreement in the original principal amount of manner set forth above in this Section 7.3(b), then Buyer shall be deemed to have waived its objection to any such Mortgage Loan Intervening Encumbrance (unless such Intervening Encumbrance is a Mandatory Cure Item) and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is this Agreement shall remain in full force and effect effect. Notwithstanding anything in this Agreement to the contrary, if Seller elects to cure an Intervening Encumbrance (or such Intervening Encumbrance is a Mandatory Cure Item), (A) the Closing Date shall be extended to the second (2nd) Business Day after the date on which (i) Seller shall have cured such Intervening Encumbrance and will (ii) the Title Company has delivered to Buyer a supplement to the title commitment or proforma evidencing the same, provided that in no event shall Seller be permitted to extend the Closing Date pursuant to this Section 7.3(b) for more than fifteen (15) days in the aggregate and (B) if Seller fails to remove such Intervening Encumbrance within such fifteen (15) day cure period, then Seller shall be in full force and effect upon the consummation breach of the transactions contemplated by this Agreement and will inure Buyer may avail itself of any remedies provided in Section 11.2. Notwithstanding anything to the benefit contrary contained or implied in this Agreement, Seller shall remove, pay and satisfy of record the Purchaser following at or prior to Closing (without any further act. No claims have been made under extension right to cause such lenderpayment or satisfaction): (aa) any title exception placed on the Property as a result of Seller Group’s title insurance policy, neither the Seller, nor or Hotel Management Company’s consent or as a result of Seller Group’s or Hotel Management Company’s action or omission which may be removed by payment of a liquidated amount (or other means reasonably acceptable to the best Title Company, provided, Seller shall not be obligated to spend more than One Million and No/100 Dollars ($1,000,000) in the aggregate (which for the avoidance of the Sellerdoubt shall exclude any judgment or mechanic’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policyLien set forth in clause (ee) below); (bbb) The mortgage any mortgages, deeds to secure debt, deeds of trust or other security interests for any financing; (cc) Taxes relating to any period prior to the Closing Date which constitute exceptions to title insurance policy covering each unit mortgage which are not yet due and payable at Closing; (dd) any title exception created by Seller Group on or after the Effective Date other than permitted pursuant to the express terms of this Agreement and (ee) any judgment or mechanics Liens which may be removed in accordance with their terms by payment of a condominium liquidated amount (or PUD project related other means reasonably acceptable to such Mortgage Loan meets all requirements of Xxxxxx Maethe Title Company) (collectively, Xxxxxxx Mac or GNMA;“Mandatory Cure Items”).

Title Insurance. Prior to execution of this Agreement, the Title Company has issued its written title commitment (athe “Title Commitment”) Such Mortgage Loan to issue the “Title Policy” (as hereinafter defined), which Title Commitment is covered by in the form attached hereto as Exhibit “N”. The Title Policy shall include all endorsements that the Title Company has agreed to issue as part of the Title Commitment. As of the Close of Escrow, the Title Company shall have issued or shall have irrevocably committed to issue an ALTA lenderextended coverage form of owner’s policy of title insurance policy showing title to the Real Property vested in Buyer subject to all matters shown in the Title Commitment (or short form title policy acceptable with respect to Xxxxxx Xxxmatters that arise on or after the Effective Date, Xxxxxxx Mac or GNMA matters disapproved by Buyer prior to the Closing Date which Seller has elected to cure), with a liability amount equal to the Purchase Price (orthe “Title Policy”). However, in jurisdictions where ALTA policies it shall not be a condition to the Close of Escrow if Buyer elects to obtain any endorsements which are not generally approved for usepart of the Title Commitment, a lender’s title insurance policy acceptable requests reinsurance or coinsurance, or otherwise elects to Xxxxxx Xxx, Xxxxxxx Mac obtain any different or GNMA), issued additional coverage in excess of that provided by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMAthe Title Commitment, and qualified to do business in no event shall the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller Close of Escrow be conditioned upon or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss delayed by reason of the invalidity having to obtain a survey or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or fulfill any other adverse circumstance that either is disclosed or would necessary requirement of ALTA extended coverage, which survey and other requirements have been disclosed fulfilled by an accurate surveyBuyer. The Notwithstanding the foregoing, Seller shall be obligated at the Close of Escrow to cause the removal of any deeds of trust and/or mortgages (other than the Existing Loan if the Close of Escrow occurs with the Assumption), delinquent taxes, mechanics’ liens or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated judgment liens created by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Xxxxxx Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of the Two Penn Plaza Trust Mortgage Loan, the Two Penn Plaza Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the Xxxxxx Mortgage Loan Seller under such lender’s title insurance policy, insurance; and neither the Seller, Depositor nor to the best Xxxxxx Mortgage Loan Seller (or any of the Seller’s knowledge, any prior holder of the related Mortgage its Affiliates) has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan is covered by an The Company and the Subsidiaries shall use their commercially reasonable efforts to obtain, at their sole expense, good and valid, irrevocable ALTA lender’s or CLTA title insurance policy binders or short form commitments (collectively, the "Title Commitments," and each a "Title Commitment"), in final form, from one or more title policy insurance companies reasonably acceptable to Xxxxxx XxxNewco (collectively, Xxxxxxx Mac or GNMA the "Title Company"), irrevocably committing the Title Company (subject only to the satisfaction of any industry standard requirements contained in the Title Commitment and reasonably acceptable to Newco) to issuing: (i) date down endorsements to, in form and substance acceptable to Newco or, in jurisdictions where ALTA policies are not generally approved for useat the Company's election, a lender’s title insurance policy acceptable to Xxxxxx Xxxreissuances of, Xxxxxxx Mac or GNMAwith effective dates of the closing Date (collectively, the "Date Down Endorsements"), issued existing policies held on the date hereof by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller Company or the Servicer, its successors and assigns Subsidiary owning the covered parcel of Real Property in amounts substantially the same as to the first priority lien those of the related Mortgage existing policies or in the original principal amount of such Mortgage Loan and higher amounts as may be required by any lender providing financing in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of connection with the transactions contemplated hereby and otherwise in form and substance acceptable to Newco, or (ii) with respect to parcels of Owned Real Property not covered by the preceding clause (i), ALTA or, with respect to all Owned Real Property located in California, CLTA form of title insurance policies insuring good, valid, indefeasible fee simple title to each parcel of the Owned Real Property in the Company in the respective amounts listed on Schedule 2.11(a), where applicable, or in amounts substantially the same as those of the existing policies or in such higher amounts as may be required by any lender providing financing in connection with the transactions contemplated hereby, in any case subject to no Liens or exceptions to title other than the following (collectively, the "Permitted Title Exceptions"): (x) matters listed on Schedules B, except for the Exceptions That Will Not Exist At Closing, (y) minor imperfections of title, conditions, encroachments, easements, covenants or restrictions, if any, none of which is substantial in amount and none of which, individually or in the aggregate, materially detracts from the value of the affected property or impairs the use of the affected property in the manner such property is currently being used or impairs the conduct of the Company's or any Subsidiary's business, and (z) Liens for real estate Taxes and assessments not yet due and payable, (collectively the "Title Policies"). Newco agrees that the issuers of the existing policies are acceptable and that First American Title Insurance Company shall be an acceptable issuer of any new title policy. Each of the Title Commitments shall be effective as of a date occurring not earlier than the date of this Agreement and will inure the effective dates of each of them shall be brought down to the benefit time of the Purchaser without Closing. Each such Title Commitment shall include such endorsements thereto as may reasonably be requested by Newco, provided that Newco shall bear the cost of any further actsuch endorsements. No claims have been made under such lender’s title insurance policy, neither the Seller, nor On or prior to the best Closing Date, the Company and the Subsidiaries shall execute and deliver, or cause to be executed and delivered, to the Title Company any affidavits reasonably requested by the Title Company in connection with the issuance of the Seller’s knowledgeTitle Commitments, any prior holder the Title Policies or the Date Down Endorsements in form and substance as required hereunder. The Company shall pay at Closing all premiums and other fees, costs and expenses necessary for the issuance of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, Title Policies and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Date Down Endorsements.

Title Insurance. Seller has delivered to Purchaser a title abstract ("Abstract") issued by Chicago Title Insurance Company the ("Title Company") dated , 2013 and, identified as file number . If Purchaser desires an Owner’s Policy of Title Insurance (“Owner's Policy”), Purchaser shall so notify Seller contemporaneously with execution of this Agreement by Purchaser, in which case the Title Company shall issue such Owner’s Policy at Purchaser’s expense, in the full amount of the Purchase Price, dated as of Closing, insuring Purchaser’s fee simple title to the Property subject to Permitted Exceptions (as hereinafter defined). Purchaser has reviewed the Abstract, to the extent deemed necessary, has obtained copies of all Documents of Record (as hereinafter defined) and by execution of this Agreement hereby waives any and all objections to any defects, encumbrances, liens, encroachments, easements, or other matters disclosed by the Abstract, with the exception of any mortgage liens and security interests of any Mortgage Holder ("Financing Liens"), if any, for which appropriate releases, payoffs, and/or termination statements will be delivered at Closing. All such matters disclosed by the Abstract other than the Financing Liens are referred to as the "Permitted Exceptions”. If Purchaser has requested an Owner’s Policy but the Title Company is not able to issue or commit to issue the Owner's Policy at the Closing because of a defect in, or encumbrance on, title to the Property other than Permitted Exceptions, and Purchaser objects to such title defect or encumbrance, Seller shall be entitled to delay the Closing for up to 30 days for purposes of attempting to clear such encumbrance from title or procuring title insurance over such defect or encumbrance. In the event Seller does not clear such item or procure title insurance over same within the time provided, this Agreement will thereupon terminate and all Xxxxxxx Money shall be returned to Purchaser, unless Purchaser waives any such defect and elects to proceed to Closing without adjustment or setoff. Notwithstanding anything in this Agreement to the contrary; (a) Such Mortgage Loan is covered by an ALTA lender’s Purchaser need not obtain a title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in from the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) Title Company; and (b) above) the Seller or the Servicer, its successors and assigns as if Purchaser desires to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s purchase a title insurance policy affirmatively insures that there is ingress from any other company, Purchaser may do so at Purchaser's discretion and egress to at Purchaser's sole cost and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s expense. PURCHASER CHECK ONE: □ Purchaser desires a title insurance policy affirmatively insures against encroachments by or upon from the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveyTitle Company. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s □ Purchaser declines a title insurance policy is in full force and effect and will be in full force and effect upon from the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Title Company.

Title Insurance. (a) Such With respect to each Mortgage Loan is covered by an ALTA lender’s encumbering any Mortgaged Premises, a policy of title insurance (or commitment to issue such a policy having the effect of a policy of title insurance) insuring (or short form title policy committing to insure) the lien of such Mortgage as a valid and enforceable first priority mortgage or deed of trust lien on the Mortgaged Premises described therein, in an amount not less than 110% of the fair market value of such Mortgaged Premises as reasonably determined, in good faith, by the Company and reasonably acceptable to Xxxxxx Xxxthe Initial Purchasers (such policies collectively, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAthe “Mortgage Policies”), issued by a title insurer acceptable the Title Company, which reasonably assures the Collateral Agent that the Mortgage on such Mortgaged Premises is valid and enforceable first priority mortgage lien on such respective Mortgaged Premises, free and clear of all defects and encumbrances except Permitted Encumbrances and such Mortgage Policies shall otherwise be in form and substance reasonably satisfactory to Xxxxxx Maethe Trustee and the Collateral Agent and shall have been supplemented by endorsements reasonably requested by the Trustee and the Collateral Agent and available at commercially reasonable premium costs (including, Xxxxxxx Mac or GNMAwithout limitation, to the extent applicable and qualified to do business available in the applicable jurisdiction where the Mortgaged Premises is located endorsements on matters relating to usury, first loss, last dollar, non-imputation, public road access, doing business, variable rate, contiguity (where appropriate), “tie-in” or “cluster,” environmental lien, address, subdivision, survey, any special use of the Mortgaged Premises or improvements or equipment related Mortgaged Property is locatedthereto, insuring (subject and so-called comprehensive coverage over covenants and restrictions); the Company will obtain, or cause to be obtained such coinsurance or direct access re-insurance as shall be reasonably acceptable to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property Trustee and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Collateral Agent.

Title Insurance. (a) Such Mortgage Loan Each Property is covered by an ALTA American Land Title Association (or an equivalent form thereof approved for use in the applicable jurisdiction) lender’s title insurance policy (the “Title Policy”) in the original principal amount of the related Underlying Asset after all advances of principal. Each Title Policy insures that the related Mortgage is a valid first priority lien on such Property, subject only to the exceptions stated therein (or short form a preliminary title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac with escrow instructions or GNMA a marked up title insurance commitment on which the required premium has been paid exists which is binding on the title insurer and which evidences that such Title Policy will be issued). Each Title Policy (or, if it has yet to be issued, the coverage to be provided thereby) is in jurisdictions where ALTA policies are not generally approved for usefull force and effect, a lender’s title insurance policy acceptable to Xxxxxx Xxxall premiums thereon have been paid, Xxxxxxx Mac or GNMA)insures the originator of the Mortgage Loan, its successors and assigns and (i) no material claims have been made thereunder and no claims have been paid thereunder and (ii) was issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and insurance company qualified at origination to do business in the jurisdiction where in which the related Mortgaged Property is located, insuring (subject located to the exceptions contained extent such qualification was required in clauses (11)(a) and (b) above) order for the Seller or the Servicer, its successors and assigns as Title Policy to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actenforceable. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would materially impair the coverage under such Title Policy. Immediately following the transfer and assignment of the related Purchased Asset to Buyer, such lender’s insurance policyTitle Policy (or, and there is if it has yet to be issued, the coverage to be provided thereby) will inure to the benefit of Buyer without the consent of or notice to the insurer. Such Title Policy contains no act, omission, conditionexclusion for, or information that would impair it affirmatively insures (unless the coverage of related Property is located in a jurisdiction where such lender’s affirmative insurance policyis not available), the following: (a) access to a public road; and (b) The mortgage title insurance policy covering each unit mortgage that if a survey was reviewed or prepared in a condominium or PUD project connection with the origination of the related to Mortgage Loan, the area shown on such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;survey is the same as the property legally described in the related Mortgage.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Xxxxxx Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of the One Lincoln Street Mortgage Loan, of the One Lincoln Street Trustee and, in the case of the World Apparel Center Mortgage Loan, of the World Apparel Center Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the applicable Xxxxxx Mortgage Loan Seller under such lender’s title insurance policy, insurance; and neither the Seller, Depositor nor to the best applicable Xxxxxx Mortgage Loan Seller (or any of the Seller’s knowledge, any prior holder of the related Mortgage its Affiliates) has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s Lender shall have received and approved one or more title insurance policy policies or short a title insurance commitment marked through the Loan closing date with all Schedule B-1 requirements deleted, as Lender may require, c:\wp50\NBPLASMA.020\95.5042\081195\NBMISC#12\MJC\MS Construction Loan Agreement 20 issued by the Title Insurer in the maximum amount of the Loan, on a coinsurance and/or reinsurance basis if and as required by Lender, insuring that the Mortgage constitutes a valid lien covering the Land and all improvements thereon, having the priority required by Lender and subject only to those exceptions and encumbrances (regardless of rank or priority) Lender approves, in a form title policy acceptable to Xxxxxx XxxLender, Xxxxxxx Mac and with all "standard" exceptions which can be deleted, including the exception for matters which a current survey would show, deleted to the fullest extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; containing no exception for standby fees or GNMA real estate taxes other than those for the year in which the closing occurs to the extent the same are not then due and payable and endorsed "not yet due and payable" and no exception for subsequent assessments for prior years; providing full coverage against mechanics' and materialmen's liens to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the Title Insurance have been violated, and that no violation of the restrictions will result in a reversion or forfeiture of title; insuring that fee simple indefeasible or marketable (oras coverage is available) fee simple title to the Land and Improvements is vested in Borrower; containing such endorsements as Lender may require and are available under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; insuring any easements, leasehold estates or other matters appurtenant to or benefiting the Land and/or the Improvements as part of the insured estate; insuring the right of access to the Land to the extent authorized under applicable title insurance rules, and Borrower shall satisfy all requirements therefor; and containing provisions acceptable to Lender regarding advances of Loan funds after closing. Borrower and Borrower's counsel shall not have any interest, direct or indirect, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac the Title Insurer (or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac its agent) or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien any portion of the related Mortgage in premium paid for the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Title Insurance.

Title Insurance. Prior to, or as promptly as practicable after, each respective Closing with respect to the sale of any Business hereunder, and at BFI's sole cost and expense, Superior shall have obtained, with respect to each parcel of owned Real Property then being sold (aincluding the Green Bay Collection Company Location) Such Mortgage Loan or which is covered owned by the Company being sold (including, the M&N Landfill, the M&N Collection Company, the real estate purchase options relating to the M&N Landfill, and the Green Tree Landfill), a commitment for the most recent version of ALTA Owner's Policy of Title Insurance (or equivalent policy reasonably acceptable to Superior if the owned Real Property is located in a state in which an ALTA lender’s Owner's Policy of Title Insurance is not available) issued by Chicago Title Insurance Company in such amount as Superior may reasonably determine to be the fair market value of such Real Property (including all improvements located thereon), insuring title to such Real Property to be in the condition contemplated by this Agreement as of such Closing. Each title insurance policy delivered under this Section 8.11 shall (i) insure title to the owned Real Property and all recorded easements benefitting such owned Real Property; (ii) except with respect to matters disclosed pursuant to Section 5.16 herein, contain an "extended coverage endorsement" insuring over the general exceptions contained customarily in such policies (i.e., result in removal of all standard, or short form title policy acceptable to Xxxxxx Xxxpre-printed, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable exceptions); (iii) contain an ALTA Zoning Endorsement (except with respect to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business the Real Property located in the jurisdiction where Commonwealth of Pennsylvania or as otherwise disclosure pursuant to Section 5.16 herein); (iv) contain an endorsement insuring that the related Mortgaged owned Real Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage described in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is the same real estate as shown on the Survey (as defined below) delivered with respect to such property; (v) contain an endorsement insuring that each street adjacent to the owned Real Property is a public street and that there is direct and unencumbered vehicular access to such street from the owned Real Property, except with respect to matters disclosed pursuant to Section 5.16 herein; (vi) contain an inflation endorsement providing for annual adjustments in full force and effect and will be in full force and effect upon the consummation amount of coverage; (vii) except with respect to the Real Property which is the subject of those real estate purchase options relating to the M&N Landfill, if the owned Real Property consists of more than one record parcel, contain a "contiguity" endorsement ensuring that all of the transactions contemplated by this Agreement and will inure record parcels are contiguous to one another; (viii) contain a "non- imputation" endorsement to the benefit effect that title defects known to the officers, directors and stockholders of the Purchaser without owner prior to the Closing shall not be deemed "facts known to the insured" for purposes of the policy; and (ix) contain such other endorsements as Superior may reasonably request. To the extent any further act. No claims have been made under such lender’s title insurance policy, neither commitment or policy delivered under this Section 8.11 after the Seller, nor to relevant Closing Date for the best sale of the Seller’s knowledge, any prior holder Business as to which such Real Property relates does not insure against or include or cover all of the related Mortgage has doneitems set forth in the sentence above or shall otherwise reflect a defect or deficiency in title to such Real Property, by act then BFI and Superior shall mutually agree on the impact that such deficiency has, or omissionis likely to have, anything that would impair on the coverage fair market value and the use and operation of the affected Real Property. If Superior and BFI cannot agree on the dollar amount of such lender’s insurance policyimpact within thirty (30) days after the commencement of discussions between the parties with respect to such matter, and there is no act, omission, condition, or information that would impair then the coverage determination of such lender’s insurance policy; impact shall be submitted to a mutually agreeable local independent MIA appraiser who will make such a determination within thirty (b30) The mortgage title insurance policy covering each unit mortgage days of his or her engagement and which determination shall be binding on the parties. Within ten (10) days of the determination of the dollar amount of such impact (whether by agreement or by the appraiser), BFI shall reimburse Superior in a condominium cash for the dollar amount of such impact or PUD project related Superior may otherwise offset such amount against any other payments owed to Sellers. BFI shall pay the reasonable fees and costs of any such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;appraiser.

Title Insurance. (a) Such Mortgage Loan is covered by At the Closing, and as a condition thereto, the Title Company shall issue to Purchaser an ALTA lenderextended coverage Owner’s Policy of Title Insurance (the “Title Policy”) with liability in the amount of the Purchase Price, showing title to the Real Property vested in the Purchaser, with such endorsements as Purchaser shall request and Title Company shall have agreed to issue same, subject only to: (i) the pre-printed standard exceptions in such Title Policy that are not customarily deleted at closings following the Title Company’s receipt of all Schedule B-1 or Schedule C (as applicable) requirements contained in the PTR, (ii) exceptions approved or deemed approved by Purchaser pursuant to Section 6.2 above, (iii) the Tenant Leases, (iv) any taxes and assessments for any year that are not yet due and payable as of the Closing, (v) [intentionally deleted], (vi) a specific, itemized list of adverse matters shown on the Updated Survey, or any updates thereto, that are approved or deemed approved by Purchaser pursuant to Section 6.2 above or shown on the PTR, (vii) any matters which are affirmatively insured over on terms acceptable to Purchaser in its sole and absolute discretion, and (viii) any exceptions arising from Purchaser’s actions (collectively, the “Permitted Exceptions”). In the event Purchaser elects not to pay for any additional premium for the ALTA extended coverage policy, then the Title Policy to be issued as of the Closing shall be a standard ALTA Owner’s Policy of Title Insurance which shall include, among other things, a general survey exception. It is understood that Purchaser may request a number of endorsements to the Title Policy, but the issuance of any such endorsements shall not be a condition to Closing. If (i) the Title Company (A) is unable or unwilling to consummate Closing or to otherwise delete or revise any title exception, issue any endorsement or commit to any specific coverage or affirmative title insurance policy requested by Purchaser with respect to the Title Policy or short form any title policy acceptable to Xxxxxx Xxxrequested by Purchaser’s lender (such requested insurance, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAthe “Requested Insurance”), issued by a title insurer acceptable to Xxxxxx Maeor (B) requires that Purchaser, Xxxxxxx Mac or GNMASeller, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lenderPurchaser’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein lender or any other adverse circumstance that either is disclosed third party provide any affidavits, indemnities, agreements, due diligence or would have been disclosed by an accurate survey. The Seller other documentation in order for the Title Company to consummate Closing or to otherwise provide the Servicer is the sole insured Requested Insurance, (ii) Purchaser provides written evidence (which may be via electronic mail) to Sellers of such lender’s title insurance policyinability or unwillingness of, or requirements by, the Title Company to provide the Requested Insurance, and such lender’s title insurance policy is in full force (iii) Purchaser provides written evidence to Sellers that Fidelity National Title Insurance Company (“Fidelity”) has committed to consummate Closing or to otherwise provide the Requested Insurance without requiring the satisfaction of any requirements of Title Company being contested by Purchaser, Purchaser shall have the right (the “Title Company Option”) to transfer responsibility as the Title Company hereunder to Fidelity by written notice to Seller. If Purchaser properly exercises the Title Company Option, (w) Title Company, Seller and effect and will Purchaser shall cause the Xxxxxxx Money Deposit to be in full force and effect transferred to Fidelity, (x) Fidelity shall execute a revised Title Company Joinder page to this Agreement upon the consummation receipt of the transactions contemplated by this Agreement Xxxxxxx Money Deposit, (y) the Closing Extension Conditions shall be modified to remove the condition precedent described in Section 10.8(b), and will inure (z) Seller shall not be required to modify the benefit form of Owner Affidavit attached hereto as Exhibit K except to change the name of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor Title Company to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Fidelity.

Title Insurance. (a) Such The Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring IFC, its successors and assigns, as to the first priority lien (with respect to First Lien Loans) or second priority lien (with respect to Second Lien Loans) of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (11)(a1) and (b2) of paragraph (j) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Adjustable Rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exception or to replace the Servicer is standard survey exception with a specific survey reading. IFC, its successor and assigns, are the sole insured insureds of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement the Pooling and will inure to the benefit of the Purchaser without any further actServicing Agreement. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including IFC, has done, by act or omission, anything that which would impair the coverage of such lender’s 's title insurance policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMArealized by IFC;

Title Insurance. (a) Such The Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxx, Xxxxxxx Fxxxxx Mxx or Fxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s with respect to Mortgage Loans and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Fxxxxx Mae or Fxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerNC Capital Corporation, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan Loan, subject only to the exceptions contained in clauses (i), (ii) and (iii) of representation 10 of this Schedule III, and in the case of ARM Adjustable Rate Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Rate and Monthly Scheduled Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer is NC Capital Corporation, its successor and assigns, are the sole insured insureds of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including NC Capital Corporation, has done, by act or omission, anything that which would impair the coverage of such lender’s 's title insurance policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMArealized by NC Capital Corporation;

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, in the case of ARM Loansthe Westfield North Bridge Loan Group, against any loss by reason in the original principal amount of the invalidity or unenforceability Westfield North Bridge Loan Group) after all advances of principal, subject only to Permitted Encumbrances and, in the case of the lien resulting from the provisions of such Mortgage providing for adjustment Westfield North Bridge Loan Group, further subject to the fact that the related Mortgage also secures the other mortgage loans in the Westfield North Bridge Loan Group (or if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Seller under such lender’s title insurance policy, insurance; and neither the Seller, Seller nor to the best any Affiliate of the Seller’s knowledge, any prior holder of the related Mortgage Seller has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage The Loan is covered by either (i) an attorney’s opinion of title and abstract of title, the form and substance of which is acceptable to prudent mortgage lending institutions making mortgage loans in the area wherein the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or short other generally acceptable form title of policy or insurance acceptable to the FHA, VA, Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to the FHA, VA, Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan the Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Part I of Schedule 1, with respect to each Loan, and in the case of ARM Adjustable Rate Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exception or to replace the Servicer is standard survey exception with a specific survey reading. Seller, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder or servicer of the related Mortgage Mortgage, including Seller, has done, by act or omission, anything that which would impair the coverage of such lender’s title insurance policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other Person, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;realized by Seller.

Title Insurance. Seller agrees to use good faith, diligent efforts to cause the Title Company, at Closing, to issue (aor irrevocably commit to issue) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (orthe Title Policy, in jurisdictions where ALTA policies are all material respects, as required under this Agreement. If, however, the Title Company fails or refuses to issue (or irrevocably commit to issue) said Title Policy at Closing, and provided that (i) Seller has utilized good faith, diligent efforts to cause Title Company to issue (or irrevocably commit to issue) such Title Policy, (ii) Seller has delivered all customary indemnifications and/or affidavits to the Title Company to enable the Title Company to issue (or irrevocably commit to issue) such Title Policy, (iii) the failure of the Title Company to issue (or irrevocably commit to issue) such Title Policy is not generally approved for usethe result of any new title matter first arising from and after the date of the Title Commitment and arising from the acts or omissions of Seller in violation of the provisions of this Agreement, and (iv) the failure of the Title Company to issue (or irrevocably commit to issue) such Title Policy is not a lender’s title insurance policy acceptable result of any default of Seller hereunder (other than a default based on a failure of Seller to Xxxxxx Xxx, Xxxxxxx Mac cause the Title Company to issue (or GNMAirrevocably commit to issue) such Title Policy otherwise required hereunder), issued then, notwithstanding anything contained in this Agreement to the contrary, the failure of the Title Company to issue (or irrevocably commit to issue) said Title Policy shall not be deemed a default by a title insurer acceptable to Xxxxxx MaeSeller hereunder, Xxxxxxx Mac or GNMAand, in lieu thereof, and qualified as its sole recourse, Buyer may elect to do business either (1) terminate this Agreement, in which event the jurisdiction where the related Mortgaged Property is locatedExxxxxx Money Deposit and any interest thereon net of investment charges shall be forthwith returned to Buyer, insuring (subject to the exceptions contained disbursement and payment release conditions set forth in clauses (11)(a) and (b) above) the Seller or the ServicerSection 3.1, its successors and assigns as to the first priority lien all obligations of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policyparties hereunder shall terminate, and such lender’s title insurance policy is in full this Agreement shall otherwise have no further force and effect and will be in full force and effect upon the consummation (other than those matters which expressly survive early termination of this Agreement), or (2) proceed to close the transactions contemplated by hereby in accordance with the terms of this Agreement and will inure Agreement, whereupon Buyer shall accept such form of title insurance policies, if any, as the Title Company is then prepared to the benefit issue. Buyer’s failure to make either of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither two elections described in the Seller, nor to preceding sentence on or before the best Closing Date shall be deemed an election of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; option (b2) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;above.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Freddie Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Freddie Mac or GNMA), issued by a title insurer acceptable to Xxxxxx MaeXxx, Xxxxxxx Freddie Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx MaeXxx, Xxxxxxx Freddie Mac or GNMA;

Title Insurance. (a) Such The Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short other generally acceptable form title of policy or insurance acceptable to Xxxxxx Xxx, Xxxxxxx Mac FNMA or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s FHLMC and each such title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac FNMA or GNMA, FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan Loan, subject only to the exceptions contained in clauses (1), (2) and in the case (3) of ARM Loansparagraph (j) of this Subsection 8.02, and against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer is Seller, its successor and assigns, are the sole insured of insureds under such lender’s 's title insurance policy, and such lender’s 's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including Seller, has done, by act or omission, anything that which would impair the coverage of such lender’s 's title insurance policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMArealized by Seller;

Title Insurance. (a) Such The Mortgage Loan is covered by an ALTA lender’s 's title insurance policy, or other generally acceptable form of policy or insurance acceptable to Xxxxxx Xxx or Xxxxxxx Mac with respect to Mortgage Loans and each such title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), is issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerAames Capital Corporation, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan Loan, subject only to the exceptions contained in clauses (i), (ii) and in the case (iii) of ARM Loansrepresentation 10 of this Schedule III, and against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to the applicable Note Mortgage Rate and Monthly Scheduled Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer is Aames Capital Corporation, its successor and assigns, are the sole insured insureds of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including Aames Capital Corporation, has done, by act or omission, anything that which would impair the coverage of such lender’s 's title insurance policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMArealized by Aames Capital Corporation;

Title Insurance. (a) Such The lien of each Mortgage Loan is covered insured by an ALTA lender’s 's title insurance policy (or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAbinding commitment therefor), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business its equivalent as adopted in the jurisdiction where the related Mortgaged Property is locatedapplicable jurisdiction, insuring (subject to (a) the exceptions contained in clauses (11)(a) lien of current real property taxes, ground rents, water charges, sewer rents and assessments not yet due and payable, and (b) abovethe exceptions (general and specific) set forth in such policy, none of which, individually or in the aggregate, materially interferes with the use of the Mortgaged Property as contemplated by the related Credit Lease or materially detracts from the benefit of the first priority lien of the Mortgage) the Seller or the ServicerRepresenting Party, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage the Credit Lease Loan and in after all advances of principal; the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer Representing Party is the sole named insured of such lender’s title insurance policy; all premiums thereon have been paid; such policy has been issued or endorsed to the Trustee for the benefit of the Certificateholders without the consent of or any notification to the insurer, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No Agreement; no claims have been made under such lender’s title insurance policy, neither policy and the Seller, nor to the best Representing Party has no knowledge of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that matter which would impair or diminish the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; the insurer issuing such policy is qualified to do business in the jurisdiction in which the Mortgaged Property is located; such policy contains no exclusion for or affirmatively insures (a) access to a public road, (b) The mortgage that there are no encroachments of any part of the buildings thereon over easements (except for any Mortgaged Property located in jurisdictions where such affirmative insurance is not available) and (c) that the area shown on the survey is the same as the property legally described in the Mortgage; each such title insurance policy covering each unit mortgage is in a condominium or PUD project an amount of at least 100% of the original principal amount of the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMACredit Lease Loan;

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Lehman Trust Mortgage Loan that is part of a Loan Xxxxxnation, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of an Outside Serviced Trust Mortgage Loan, the benefit of the related Outside Trustee) as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made under such lender’s title insurance policyby the Depositor, neither the Seller, nor to the best of the Seller’s knowledge, applicable Lehman Mortgage Loan Seller or any prior holder ox xxxx Mortgage Loan (other than a prior holder unaffiliated with the Depositor or the applicable Lehman Mortgage Loan Seller from whom the Depositxx xx the applicable Lehman Mortgage Loan Seller has taken by assignmexx) xxder such title insurance; and neither the Depositor nor the applicable Lehman Mortgage Loan Seller (or any of the related Mortgage has its Affiliates) xxx done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Except with respect to any Cooperative Loan, the Mortgage Loan is covered by an ALTA lender’s title insurance policy (which, in the case of an Adjustable Rate Loan has an adjustable rate mortgage endorsement in the form of ALTA 6.0 or short 6.1) or other generally acceptable form title of policy of insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA)Mac, issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicersuch Seller, its successors and assigns assigns, as to the first priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan Loan, and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to in the applicable Note Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in clauses (a), (b), and (c), and with respect to each Second Lien Mortgage Loan clause (d) of Paragraph (x) of this Schedule 1. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller title policy does not contain any special exceptions (other than the standard exclusions) for zoning and uses and has been marked to delete the standard survey exception or to replace the Servicer standard survey exception with a specific survey reading. Such Seller, its successors and assigns is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s title insurance policy, neither and no prior holder or servicer of the Mortgage, including such Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that which would impair the coverage of such lender’s title insurance policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other Person, and there is no actsuch unlawful items have been received, omission, condition, retained or information that would impair the coverage of realized by such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMASeller;

Title Insurance. Lessor shall have received from the Title Insurance Company a date-down endorsement to the Original Property Lessor's Policy, acceptable in form and substance to Administrative Agent (athe "ADDITIONAL PROPERTY LESSOR'S POLICY") Such Mortgage Loan is covered (or a final hand-marked original thereof signed by an ALTA lender’s title insurance the Title Insurance Company containing all of the provisions to be included in such policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (orby the Title Insurance Company, in jurisdictions where ALTA policies are not generally approved for usewhich case Lessor shall receive a clean, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAfinal original of such Policy within thirty (30) Business Days), issued by a insuring that Lessor has good and marketable fee title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Original Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveyAdditional Property, together with complete, legible copies of all encumbrances, maps and surveys of record. The Seller or the Servicer is the sole insured of such lender’s title insurance policyAdministrative Agent, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to for the benefit of the Purchaser without any further actLenders, shall have received from the Title Insurance Company a date-down endorsement to the Original Property Loan Policy (the "ADDITIONAL PROPERTY LOAN POLICY"; together with the Additional Property Lessor's Policy, the "ADDITIONAL PROPERTY TITLE POLICIES"), reasonably acceptable in form and substance to Administrative Agent and the counsel for the Lenders, insuring the continuation or creation, as applicable, under the Mortgages in favor of Administrative Agent on behalf of Lenders and the Lease in favor of Lessor of a valid first priority mortgage lien against the Original Property and the Additional Property, subject to Permitted Exceptions, together with complete, legible copies of all encumbrances, maps and surveys of record. No claims have been made The Additional Property Title Policies shall be dated as of the Acquisition Date, shall be in an amount not less than the sum of the Outstanding Funded Amount and the Additional Property Commitment Amount and, to the extent permitted under such lender’s title insurance Applicable Law and to the extent available and applicable to each type of policy, neither shall contain such endorsements and affirmative coverage reasonably requested by Lessor and/or Administrative Agent, as the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;case may be.

Title Insurance. (ai)(a) Such Mortgage Revolving Credit Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(am)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first lien priority lien of specified on the Revolving Credit Loan Schedule with respect to the related Mortgage in the original principal amount of such Mortgage Revolving Credit Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, the Servicer, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; policy and (b) The the mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Revolving Credit Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFNMA and FHLMC;

Title Insurance. (a) Such Mortgage Loan is covered by For each Project to be added to the Collateral Pool, an ALTA lender’s title insurance policy (or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMApromulgated by the laws of the state in which the Project is located if an ALTA insurance policy is not available), issued by the Title Company (which shall be approved by Administrative Agent in its good faith business judgment) in an amount not to exceed the allocated Collateral Value for such Project, on a title insurer coinsurance and/or reinsurance basis if and as required by Administrative Agent, insuring without exclusion or exception for creditors’ rights that the applicable Deed of Trust constitutes a valid lien covering the Land and all Improvements thereon, having the priority required by Administrative Agent and subject only to those exceptions and encumbrances (regardless of rank or priority) Administrative Agent approves, in a form acceptable to Xxxxxx MaeAdministrative Agent and with all “standard” exceptions which can be deleted, Xxxxxxx Mac or GNMAincluding the exception for matters which a current survey would show, deleted to the fullest extent authorized under applicable title insurance rules, and qualified the Borrower owning such Project shall satisfy all requirements for the issuance of such policy; containing no exception for standby fees or real estate taxes or assessments other than those for the year in which the closing occurs to do business the extent the same are not then due and payable and endorsed “not yet due and payable” and no exception for subsequent assessments for prior years; providing full coverage against mechanics’ and materialmens’ liens to the extent authorized under applicable title insurance rules, and the Borrower owning such Project shall satisfy all requirements therefor; insuring that no restrictive covenants shown in the jurisdiction where Title Insurance have been violated (or that such restrictive covenants are unenforceable as a matter of Law pursuant to an endorsement approved by Administrative Agent), and that no violation of the related Mortgaged Property restrictions will result in a reversion or forfeiture of title; insuring all appurtenant easements; insuring that the fee estate of the applicable Subsidiary Obligor in the Land and Improvements is locatedmarketable, vested in such Subsidiary Obligor; containing such affirmative coverage and endorsements as Administrative Agent may require and are available under applicable title insurance rules, and the applicable Subsidiary Obligor shall satisfy all requirements therefor; insuring (subject any easements, leasehold estates or other matters appurtenant to or benefiting the Land and/or the Improvements as part of the insured estate; insuring the right of access to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as Land to the first priority lien extent authorized under applicable title insurance rules, and the Borrower owning such Project shall satisfy all requirements therefor; and containing provisions acceptable to Administrative Agent in its good faith business judgment regarding advances and/or readvances of Loan funds after closing. Neither Borrowers nor their counsel shall have any interest, direct or indirect, in the Title Company (or its agent) or any portion of the related Mortgage in premium paid for the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Title Insurance.

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, in the case of ARM a Trust Mortgage Loan that is part of a Loan Pair, in the original principal amount of such Loan Pair) after all advances of principal, subject only to Permitted Encumbrances and, in the case of the Sangertown Square Trust Mortgage Loan, further subject to the fact that the related Mortgage also secures the Sangertown Square Non-Trust Mortgage Loan, which is senior in right of payment thereto, and, in the case of the XX Xxxx Trust Mortgage Loans, against any loss by reason further subject to the fact that all of the invalidity XX Xxxx Loan Pairs are cross-defaulted and cross-collateralized and the related Mortgages also secure the XX Xxxx Non-Trust Mortgage Loans (or unenforceability of the lien resulting there is a binding commitment or binding pro forma from the provisions of such Mortgage providing for adjustment to a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of policy); such lender’s title insurance policy, and such lender’s title insurance policy if issued, is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee (or, in the case of the Sangertown Square Trust Mortgage Loan, the Sangertown Square Trustee) as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor under such lender’s title insurance policy, if issued; and neither the SellerDepositor nor, nor to the best of the Seller’s Depositor's knowledge, any prior holder of the related Xxxxxx Mortgage Loan Seller (or any of its affiliates) has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Cendant Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s 's title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAFNMA and FHLMC), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Serviceroriginator of such Cendant Mortgage Loan, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Cendant Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller Cendant warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s 's title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller Cendant or the Servicer its designee is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser Trustee without any further act. No claims have been made under such lender’s 's title insurance policy, neither the SellerCendant, nor to the best of the Seller’s Cendant's knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s 's insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s 's insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Cendant Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMAFNMA and FHLMC;

Title Insurance. Promptly after receipt of a fully-executed copy of this Contract and the Escrow Agreement, Purchaser shall order from the Title Agency a title commitment for each of the Facilities (such title commitments being collectively referred to herein as the “Title Commitment”) for an owner’s extended coverage title insurance policy to be delivered to Purchaser and, on or before the date which is five (5) days prior to the Disapproval Date, Purchaser shall notify Seller of any defects in title shown on such Title Commitment to which Purchaser objects (each, a “Title Defect”). Purchaser will pay, at Closing, the premium for the Owner’s Title Insurance Policy as defined in Exhibit E. Seller shall notify Purchaser of any such defects that it does not intend to cure and shall use reasonable efforts to act promptly and diligently cure any such remaining defects at its sole cost and expense prior to Closing. If such Title Defects consist of (1) mortgages, deeds of trust or tax liens, (2) other liens or charges in a fixed sum (or capable of computation as a fixed sum) caused by, through or under Seller (the “Seller Liquidated Liens”), or (3) any other monetary liens of record in an amount not to exceed Five Hundred Thousand Dollars ($500,000.00) in the aggregate (the “Non-Seller Liquidated Liens”), then, Seller shall be obligated to pay and discharge each of them, and the Title Agency is accordingly authorized to pay and discharge such Title Defects at Closing. Notwithstanding anything herein to the contrary, if Seller (X) is unable to or does not cure these defects by Closing, (Y) provides written notice to Purchaser at an earlier date that Seller is unable to or elects not to cure any such items, or (Z) is unwilling to remove, discharge, bond or release any Non-Seller Liquidated Liens in excess of Five Hundred Thousand Dollars ($500,000.00), Purchaser shall have the right, in its sole and absolute discretion, and as its sole remedy therefor, either to: (i) terminate this Contract and receive a refund of its Xxxxxxx Money, in which event neither party shall have any further obligation or liability to the other in accordance with this Contract, except for such liability and obligations that expressly survive the termination of this Contract, or (ii) waive such defects and proceed to Closing subject to such Title Defects. For the avoidance of doubt, Purchaser’s election of clause (i) or clause (ii) above shall apply collectively to all of the Facilities, and Purchaser shall not be permitted to terminate the Contract with respect to less than all of the Facilities and waive Title Defects with respect to the remaining Facility(ies). Without limiting the foregoing, Purchaser acknowledges and agrees that, in the event Purchaser elects to proceed under clause (ii) above, with the sole exception of Liquidated Liens, all matters of title listed on the Title Commitment which Seller has not agreed to cure or does not cure, shall be deemed to be permitted title exceptions which Seller shall be entitled to take exception from in the special warranty deed (“Deed”) given by Seller to Purchaser at Closing (“Permitted Exceptions”). If Purchaser elects to terminate this Contract pursuant to clause (i) above, Purchaser’s written notice shall be delivered no later than the first to occur of (a) Such Mortgage Loan seven (7) days after Seller’s written notice that Seller is covered by an ALTA lender’s title insurance policy unable to or short form title policy acceptable elects not to Xxxxxx Xxxcure any such items, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;)

Title Insurance. (a) Such Mortgage Loan Each related Mortgaged Property is covered by an ALTA (or its equivalent) lender’s 's title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a nationally recognized title insurer acceptable to Xxxxxx Maeinsurance company, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the insuring that each related Mortgage is a valid first lien on such Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and (or, if such Mortgage Loan is part of a Loan Combination, in the original principal amount of such Loan Combination) after all advances of principal, subject only to Permitted Encumbrances and, in the case of ARM Loansa Xxxxxx Trust Mortgage Loan that is part of a Loan Combination, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment further subject to the fact that the related Mortgage also secures the related Non-Trust Mortgage Loan(s) (or, if such policy has not yet been issued, such insurance may be evidenced by a binding commitment or binding pro forma marked as binding and signed (either thereon or on a related escrow letter attached thereto) by the title insurer or its authorized agent) from a title insurer qualified and/or licensed in the applicable Note Rate and Monthly Payment. Additionallyjurisdiction, either as required, to issue such lender’s policy; such title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement effect, all premiums have been paid, is freely assignable and will inure to the benefit of the Purchaser without Trustee as sole insured as mortgagee of record, or any further act. No such commitment or binding pro forma is a legal, valid and binding obligation of such insurer; no claims have been made by the Depositor or the Xxxxxx Mortgage Loan Seller under such lender’s title insurance policy, insurance; and neither the Seller, Depositor nor to the best Xxxxxx Mortgage Loan Seller (or any of the Seller’s knowledge, any prior holder of the related Mortgage its Affiliates) has done, by act or omission, anything that would materially impair the coverage of any such lender’s title insurance policy; such policy or commitment or binding pro forma contains no exclusion for (or alternatively it insures over such exclusion, and unless such coverage is unavailable in the relevant jurisdiction) (A) access to a public road, (B) that there is no actmaterial encroachment by any improvements on the related Mortgaged Property either to or from any adjoining property or across any easements on the related Mortgaged Property, omission, condition, or information and (C) that would impair the coverage land shown on the survey materially conforms to the legal description of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project the related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Mortgaged Property.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxx and Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxx and Xxxxxxx Mac or GNMAMac), issued by a title insurer acceptable to Xxxxxx Mae, Mae and Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a12)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan including any Negative Amortization and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s ’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or originator of the Servicer Mortgage Loan, its successor and/or assignee is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Mae and Xxxxxxx Mac or GNMAMac;

Title Insurance. At the Closing, and as a condition thereto, the Title Company shall issue to Purchaser a TLTA Owner’s Policy of Title Insurance (athe “Title Policy”) Such Mortgage Loan is covered with liability in the amount of the Purchase Price, showing title to the Real Properties vested in the Purchaser, with such endorsements as Purchaser shall request and Title Company shall have agreed to issue same, subject only to: (i) the pre-printed standard exceptions in such Title Policy that are not customarily deleted at closings following the Title Company’s receipt of all Schedule C requirements contained in the PTRs, (ii) exceptions approved or deemed approved by an ALTA lender’s title insurance policy Purchaser pursuant to Section 6.2 above, (iii) the Tenant Leases, (iv) any taxes and assessments for any year that are not yet due and payable as of the Closing, (v) [intentionally deleted], (vi) a specific, itemized list of adverse matters shown on the Updated Survey, or short form title policy any updates thereto, that are approved or deemed approved by Purchaser pursuant to Section 6.2 above or shown on the PTRs, (vii) any 22 matters which are affirmatively insured over on terms acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, Purchaser in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMAits sole and absolute discretion, and qualified (viii) any exceptions arising from Purchaser’s actions (collectively, the “Permitted Exceptions”). In the event Purchaser elects not to do business in pay for any additional premium for the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein survey modification or any other adverse circumstance endorsements, then the Title Policy to be issued as of the Closing shall be a standard TLTA Owner’s Policy of Title Insurance which shall include, among other things, a general survey exception. It is understood that either Purchaser may request a number of endorsements to the Title Policy, but the issuance of any such endorsements shall not be a condition to Closing. If (i) the Title Company (A) is disclosed unable or would have been disclosed unwilling to consummate Closing or to otherwise delete or revise any title exception, issue any endorsement or commit to any specific coverage or affirmative title insurance requested by an accurate survey. The Seller Purchaser with respect to the Title Policy or any title policy requested by Purchaser’s lender (such requested insurance, the Servicer is “Requested Insurance”), or (B) requires that Purchaser, Seller, Purchaser’s lender or any other third party provide any affidavits, indemnities, agreements, due diligence or other documentation in order for the sole insured Title Company to consummate Closing or to otherwise provide the Requested Insurance, (ii) Purchaser provides written evidence (which may be via electronic mail) to Sellers of such lender’s title insurance policyinability or unwillingness of, or requirements by, the Title Company to provide the Requested Insurance, and such lender’s title insurance policy is in full force (iii) Purchaser provides written evidence to Sellers that Fidelity National Title Insurance Company (“Fidelity”) has committed to consummate Closing or to otherwise provide the Requested Insurance without requiring the satisfaction of any requirements of Title Company being contested by Purchaser, Purchaser shall have the right (the “Title Company Option”) to transfer responsibility as the Title Company hereunder to Fidelity by written notice to Seller. If Purchaser properly exercises the Title Company Option, (w) Title Company, Seller and effect and will Purchaser shall cause the Xxxxxxx Money Deposit to be in full force and effect transferred to Fidelity, (x) Fidelity shall execute a revised Title Company Joinder page to this Agreement upon the consummation receipt of the transactions contemplated by this Agreement Xxxxxxx Money Deposit, (y) the Closing Extension Conditions shall be modified to remove the condition precedent described in Section 10.8(b), and will inure (z) Seller shall not be required to modify the benefit form of Owner Affidavit attached hereto as Exhibit K except to change the name of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor Title Company to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Fidelity.

Title Insurance. (a) Such Mortgage Loan is covered by Promptly after the date hereof or the receipt of an Updated Schedule with respect to any RTS Project Land Right, at Buyer’s expense, Buyer shall obtain current ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, surveys and a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by commitment from a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified company authorized to do business in New York State to issue an owner’s policy of title insurance insuring such Fee Interests to be acquired by Buyer (the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a“Title Insurance Commitments”) and current ALTA surveys and reports of title (the “Title Reports”) with respect to any RTS Project Land Right comprised of any Easements, Leases or Licenses to be acquired by Buyer. Seller shall reasonably cooperate with Buyer’s efforts to obtain such ALTA surveys, Title Insurance Commitments and Title Reports. Buyer shall then have the right, in its sole discretion, on or before 5:00 pm on January 31, 2022 to make written objection (the “Objection Notice”) to title or survey matters regarding any such RTS Project Land Right that are Liens (other than Permitted Liens) or any matters required to be cured or removed by the NYPSC or other Governmental Authority. Such notice must specify the reason such matter(s) are not satisfactory and the curative steps necessary to remove the basis for Buyer’s disapproval of same. The Parties shall make such arrangements or take such steps as they shall mutually agree to satisfy Buyer’s title objection(s); provided, however, that Seller shall reasonably cooperate with Buyer but shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations, or otherwise to attempt to cure or agree to attempt to cure any objections, except such objections as are made with respect to (a) any matters first appearing of record after the Objection Notice and voluntarily created by Seller without the consent of Buyer, (b) aboveany matters affecting title to such RTS Project Land Right which were not voluntarily created by Seller but which may be satisfied by the payment of money not to exceed the Purchase Price, or (c) any matters required to be cured or removed by the NYPSC or other Governmental Authority (collectively, “Title Matters”). Notwithstanding the foregoing, Buyer shall be solely responsible for any and all costs, including reasonable administrative costs incurred by Seller in curing such Title Matters. Should Buyer and Seller fail to mutually satisfy Buyer’s objections before the applicable Closing, then Buyer may elect in writing to either accept such Title Matter or to treat such RTS Project Land Right as a Deferred Asset pursuant to Section 2.06, provided that no such election to treat such RTS Project Land Right as a Deferred Asset will be deemed to have caused the ServicerClosing conditions in Section 6.02(a), its successors and assigns as Section 6.02(f)(ii) or Section 6.02(j) to have been satisfied unless, after giving effect to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan foregoing and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to Section 2.06, Buyer, without being in breach of applicable Law or the applicable Note Rate and Monthly Payment. AdditionallyContract, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be able to acquire the RTS Project Land Rights. Objections regarding Title Matters, other than any matters first appearing of record after the Objection Notice and voluntarily created by Seller without the consent of Buyer, (x) that are not included in full force and effect upon the consummation of the transactions contemplated a timely Objection Notice given by this Agreement and will inure Buyer to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor or (y) to the best of the Seller’s knowledgewhich a timely Objection Notice was given but which Buyer has agreed in writing to accept, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;shall be considered Permitted Liens.

Title Insurance. (a) Such The Mortgage Loan is covered by an ALTA lender’s 's title insurance policy or short other generally acceptable form title of policy of insurance acceptable to Xxxxxx Xxx, Xxx or Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA)Mac, issued by a title insurer acceptable to Xxxxxx Mae, Mae or Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first or second priority lien of the related Mortgage in the original principal amount of such the Mortgage Loan Loan, and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such the Mortgage providing for adjustment to in the applicable Note Mortgage Interest Rate and Monthly Payment,] subject only to the exceptions contained in clauses (1), (2), and (3), and with respect to each Second Lien Mortgage Loan clause (4), of paragraph (j) of this Subsection 8.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, either such lender’s 's title insurance policy affirmatively insures that there is ingress and egress to egress, and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate surveytherein. The Seller or the Servicer is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s 's title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including the Seller, has done, by act or omission, anything that which would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage 's title insurance policy covering each unit mortgage in a condominium including without limitation, no unlawful fee, commission, kickback or PUD project related to other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firth or other person or entity, and no such Mortgage Loan meets all requirements of Xxxxxx Maeunlawful items have been received, Xxxxxxx Mac retained or GNMArealized by the Seller;

Title Insurance. (a) Such Mortgage Loan Each Mortgaged Property is covered by an ALTA American Land Title Association (or an equivalent form thereof as adopted in the applicable jurisdiction) lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a“Title Policy”) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of the related Purchased Loan after all advances of principal. Each Title Policy insures that the related Mortgage is a valid first priority lien on such Mortgage Loan and in the case of ARM LoansMortgaged Property, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment subject only to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s exceptions stated therein (or an escrow letter or a marked up title insurance policy affirmatively insures commitment on which the required premium has been paid exists which evidences that there is ingress and egress such Title Policy will be issued). Each Title Policy (or, if it has yet to and from be issued, the Mortgaged Property or the Seller warrants that there is ingress and egress coverage to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy be provided thereby) is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No effect, all premiums thereon have been paid and, no claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior thereunder. No holder of the related Mortgage has done, by act or omission, anything that would materially impair the coverage under such Title Policy. Such policy is assignable without consent of the insurer; such lender’s policy is in full force and effect and all premiums thereon have been paid. Immediately following the transfer and assignment of the related Purchased Loan to Buyer, such Title Policy (or, if it has yet to be issued, the coverage to be provided thereby) will inure to the benefit of Buyer without the consent of or notice to the insurer. The insurer issuing such policy is (x) a nationally-recognized title insurance policy, company and there (y) qualified to do business in the jurisdiction in which the related Mortgaged Property is located to the extent required. The Title Policy contains no act, omission, conditionmaterial exclusion for, or information that would impair alternatively it insures (unless such coverage is unavailable in the coverage of such lender’s insurance policy; relevant jurisdiction) (a) access to a public road or (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related against any loss due to such Mortgage Loan meets all requirements encroachment of Xxxxxx Mae, Xxxxxxx Mac or GNMA;any material portion of the improvements thereon.

Title Insurance. (a) Such Mortgage The Loan is covered by either an ALTA lender’s mortgagee --------------- title insurance policy, or the equivalent thereof if an ALTA policy or short form title policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (or, is not available in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA)specific geographic location, issued by a title insurer reasonably acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified Purchaser. The title insurance policy has been issued by a title insurer licensed to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the ServicerSeller, its successors and assigns assigns, as to the first first- or junior-priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly PaymentLoan. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s mortgagee title insurance policy, and such lender’s mortgage title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further actAgreement. No claims have been made under such lender’s mortgagee title insurance policy, neither the Selleraccuracy of any attorney's opinion of title has never been disputed, nor to the best of the Seller’s knowledge, any and no prior holder of the related Mortgage Mortgage, including Seller, has done, by act or omission, anything that would which could impair the coverage or enforceability of such lender’s mortgagee title insurance policy, and there is no act, omission, condition, policy or information that would impair the coverage accuracy of such lender’s insurance policy; (b) The attorney's opinion of title. Each such mortgage title insurance policy covering each unit mortgage includes all endorsements which are customary for loans similar to the Loans or which may be required by Purchaser in the exercise of its reasonable discretion; 15. No Defaults. there is no default, breach, violation or event of ----------- acceleration existing under the Note or the Mortgage and no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a condominium default, breach, violation or PUD project related event of acceleration, and neither Seller nor its predecessors has waived any default, breach, violation or event of acceleration; 16. No Mechanic's Liens. There are no mechanic's, materialman's or similar ------------------- liens or claims which have been filed for work, labor or material (and no rights are outstanding that under the law could give rise to such Mortgage Loan meets all requirements liens) affecting the related Mortgaged Property which are or may be liens prior to, or equal or coordinate with, the lien of Xxxxxx Mae, Xxxxxxx Mac or GNMA;the related Mortgage; 17.

Title Insurance. Within five (a5) Such Mortgage Loan business days after the Agreement Date, Escrow Holder shall deliver to Lessee a preliminary title report (“Preliminary Title Report”) and legible copies of all underlying title documents referenced as exceptions to title therein. Within sixty (60) days following its receipt of the items described in the immediately preceding sentence, Lessee shall have the right to notify Lessor in writing of any matters shown in the Preliminary Title Report and, if applicable, encroachments or other items shown on the Survey (defined below), of which Lessee disapproves (each a “Title Defect”). Any Title Defect or other objection disclosed by the Preliminary Title Report (other than liens removable by the payment of money) or any ALTA survey procured by Lessee for the Premises (“Survey”) which is covered not timely specified by an ALTA lenderLessee in any written notice of Title Defects delivered to Lessor prior to the expiration of the Due Diligence Period shall be deemed approved by Lessee. Lessor shall notify Lessee in writing within five (5) business days of Lessee’s title insurance policy delivery of notice of Title Defects whether or short form title policy acceptable not Lessor elects to Xxxxxx Xxxcure any Title Defect or other objection. If Lessor elects to cure, Xxxxxxx Mac Lessor shall use diligent efforts to cure the Title Defects and/or objections as soon as reasonably possible, but no later than the Outside Option Expiration Date. If Lessor elects not to cure or GNMA (orif such Title Defects and/or objections are not cured, Lessee shall have the right, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMA), issued by a title insurer acceptable to Xxxxxx Mae, Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien lieu of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or remedies, to: (i) elect not to exercise the Servicer is the sole insured of such lender’s title insurance policyOption, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by terminate this Agreement and will inure receive a return of the Year 1 Option Payment (as defined in Section 5.1 below), together with all interest accrued thereon; or (ii) waive such Title Defects and/or objections and proceed to exercise the Option. Without limiting the foregoing, prior to the benefit of the Purchaser without any further act. No claims have been made under such lender’s Outside Option Expiration Date, Lessor shall, at its sole cost and expense, cause to be removed from title insurance policy, neither the Seller, nor to the best Premises any deed of the Seller’s knowledgetrust, lien, security interest or other monetary encumbrance, except for any prior holder of the related Mortgage has doneliens for non-delinquent taxes or assessments, by act whether or omission, anything that would impair the coverage not Lessee affirmatively disapproves of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage items in a condominium or PUD project related any notice to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Lessor.

Title Insurance. (a) Such Mortgage Loan is covered by an ALTA lender’s title insurance policy or short form title policy acceptable to Xxxxxx Xxx, Xxx and Xxxxxxx Mac or GNMA (or, in jurisdictions where ALTA policies are not generally approved for use, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxx and Xxxxxxx Mac or GNMAMac), issued by a title insurer acceptable to Xxxxxx Mae, Mae and Xxxxxxx Mac or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a12)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan Loan, and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s ’ s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or originator of the Servicer Mortgage Loan, its successor and/or assignee is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Mae and Xxxxxxx Mac or GNMAMac;

Title Insurance. Seller and Purchaser acknowledge and agree that Purchaser intends to obtain from Title Agent a current Commitment for Title Insurance based upon Chicago Title Insurance Company Commitment No. 01508.0736 in favor of Applejazz, LLC (a"Applejazz") Such Mortgage Loan is covered issued August 17, 2000, effective August 11, 2000 ("Title Commitment") covering each Real Property issued by Chicago Title Insurance Company (the "Title Company"), whereby the Title Company commits to issue to Purchaser a current form ALTA Owner's Policy of Title Insurance (collectively and interchangeably, the "Title Policy") with extended coverage, subject only to the matters identified on Exhibit "C" attached hereto and incorporated herein by reference, the Leases, existing zoning, sewer, drainage and other public utility servitudes of record, liens for ad valorem taxes which are not yet due and payable, subdivision or other covenants, restrictions and easements which do not adversely affect the use of the Real Property for its current uses, and any other exceptions agreed to by Purchaser in writing (collectively "Permitted Exceptions"). Purchaser, at its option, may also obtain an ALTA lender’s title insurance policy or short form title policy acceptable ALTA/ACSM "Urban" Class certified survey of any of the Real Property satisfactory to Xxxxxx Xxx, Xxxxxxx Mac or GNMA (orPurchaser, in jurisdictions where ALTA policies are not generally approved for useits sole opinion (hereinafter, a lender’s title insurance policy acceptable to Xxxxxx Xxx, Xxxxxxx Mac or GNMAthe "Survey(s)"), issued bearing a legal description, made by a licensed surveyor. Purchaser has obtained or shall obtain from Applejazz copies of any prior title insurer acceptable to Xxxxxx Maeevidence, Xxxxxxx Mac such as a current abstract or GNMA, and qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring (subject to the exceptions contained in clauses (11)(a) and (b) above) the Seller or the Servicer, its successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate and Monthly Payment. Additionally, either such lender’s title insurance policy affirmatively insures that there is ingress and egress to and from the Mortgaged Property or the Seller warrants that there is ingress and egress to and from the Mortgaged Property and the lender’s title insurance policy affirmatively insures against encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance that either is disclosed or would have been disclosed by an accurate survey. The Seller or the Servicer is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation any prior surveys Seller may have previously delivered to Applejazz, of any of the transactions contemplated by Real Property to expedite further examination of title. Purchaser and Seller acknowledge and agree that Purchaser is hereby deemed to have raised as objections, effective as of the date of this Agreement Agreement, the matters set forth in that certain letter from counsel to Applejazz dated August 21, 2000 (collectively "Defects"). Seller shall make a good faith effort to so cure such Defects and will inure Seller shall have twenty (20) days from the date of Purchaser's notice of such Defects to furnish evidence to the benefit extent the Defects are cured or removed. If Seller is unable to cure such Defects within said twenty (20) days, Purchaser may, at its election, take the title as it then is upon giving to Seller notice of such election and tendering performance on its part, or Purchaser may exercise its rights to lease any of the Real Properties affected by such Defects as provided under paragraph 6(c). Closing shall be an insured closing so that when title is transferred to Purchaser, the Title Policy(ies), as aforesaid, shall be delivered to Purchaser without any further act. No claims have been made under such lender’s title insurance policy, neither the Seller, nor subject only to the best of the Seller’s knowledge, any prior holder of the related Mortgage has done, by act or omission, anything that would impair the coverage of such lender’s insurance policy, and there is no act, omission, condition, or information that would impair the coverage of such lender’s insurance policy; (b) The mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such Mortgage Loan meets all requirements of Xxxxxx Mae, Xxxxxxx Mac or GNMA;Permitted Exceptions.