Common use of Administrative Agent’s Duties Clause in Contracts

Administrative Agent’s Duties. In its capacity as Administrative Agent until all Purchased Loans have all been repurchased by the Seller, all other Obligations have been satisfied and the Buyers have no further Commitments or other obligations under this Agreement and the other Repurchase Documents, the Administrative Agent shall: (a) hold the Repurchase Documents and (by the Custodian’s holding the Purchased Loans as bailee for the Administrative Agent) the Purchased Loans for the benefit of each Buyer, and each Buyer (including U.S. Bank) shall be deemed to have an interest in the Repurchase Documents on any day in proportion to its Pro Rata undivided ownership interest in the Purchased Loans on that day; (b) send timely bills to the Seller for the Facility Fee and other sums due and receive all sums on account of the Purchased Loans or with respect to them; (c) use reasonable diligence to obtain from the Seller and promptly remit to each Buyer such Buyer’s Pro Rata share of Repurchase Prices for Purchased Loans and other sums received by the Administrative Agent on account of the Purchased Loans or with respect to them, in accordance with this Agreement; (d) use reasonable diligence to recover from the Seller all expenses incurred that are reimbursable by the Seller, and promptly remit to each Buyer its Pro Rata share (if any) thereof; (e) enforce the terms of this Agreement, including, with the approval or at the direction of the Required Buyers, the remedies afforded the Buyers pursuant to Sections 18.2, 18.3, 18.4 and 18.10; (f) hold the Purchased Loans and all security interests established hereby ratably for itself as Administrative Agent and representative of the Buyers; and (g) request from the Seller, and promptly forward to the Buyers, such information as any of the Buyers may reasonably request Administrative Agent to obtain from the Seller, consistent with the terms of this Agreement.

Administrative Agent’s Duties. In its capacity as Administrative Agent and until all Purchased Loans have all been repurchased by the Seller, all other Obligations have been satisfied Transactions are fully paid and the Buyers have no further Commitments or other obligations under this Agreement and the other Repurchase Documentssatisfied, the Administrative Agent shall: (a) hold the Repurchase Documents and (by the Custodian’s holding Transaction Documents, the Purchased Mortgage Loans and the other Mortgage Assets as bailee agent for the Administrative Agent) the Purchased Loans for the benefit of itself and each other Buyer, and each Buyer (including U.S. BankChase) shall be deemed to have an interest in the Repurchase Documents Transaction Documents, the Purchased Mortgage Loans and the other Mortgage Assets on any day in proportion to its Pro Rata undivided ownership interest in the Purchased Loans outstanding Transactions on that day; (b) send timely send, in accordance with the Repurchase Agreement, bills to the Seller Sellers for accrued Price Differential, the Facility Non-Usage Fee and other sums due and receive all payments of Repurchase Price, Price Differential, Non-Usage Fee and other sums on account of the Purchased Loans Transactions or with respect to them; (c) use reasonable diligence to obtain from the Seller Sellers and promptly remit to each Buyer such Buyer’s Pro Rata share shares of Repurchase Prices for Purchased Loans Price, Price Differential, Non-Usage Fee and other sums received by the Administrative Agent on account of the Purchased Loans Transactions or with respect to them, in accordance with this Agreement; (d) use reasonable diligence to recover from the Seller Sellers all expenses incurred that are reimbursable by the SellerSellers, and promptly remit to each Buyer its Pro Rata share (if any) thereof; (e) enforce the terms of this Agreement and the Repurchase Agreement, including, with the approval or at the direction of the Required Buyers, the remedies afforded the Buyers pursuant to Sections 18.2, 18.3, 18.4 and 18.10Section 12 of the Repurchase Agreement; (f) hold the Purchased Loans and all security interests established hereby ratably for itself as Administrative Agent a Buyer and representative as agent and bailee for and on behalf of the Buyers; andother Buyer(s); (g) request from the SellerSellers, and promptly forward to the other Buyers, such information as any of the other Buyers may reasonably request the Administrative Agent to obtain from the SellerSellers, consistent with the terms of this Agreement and the Repurchase Agreement; (h) deliver to the Buyers within a reasonable period of time any notices Administrative Agent receives under Section 11(d) of the Repurchase Agreement; (i) without limiting the Administrative Agent’s rights set forth in Section 5 of the Repurchase Agreement, give notice to the Buyers of any Margin Deficit in excess of Two Million Five Hundred Thousand Dollars ($2,500,000); and (j) upon request of a Buyer (such request not to be made more than once per week), the Administrative Agent shall deliver a copy of the Custodial Assets Schedule to such Buyer.

Administrative Agent’s Duties. In its capacity as Administrative Agent and until all Purchased Loans have all been repurchased by the Seller, all other Obligations have been satisfied Transactions are fully paid and the Buyers have no further Commitments or other obligations under this Agreement and the other Repurchase Documentssatisfied, the Administrative Agent shall: (a) hold the Repurchase Documents and (by the Custodian’s holding the Purchased Loans as bailee for the Administrative Agent) the Purchased Loans Repurchase Assets for the benefit of itself and each other Buyer, and each Buyer (including U.S. BankJPMorgan) shall be deemed to have an interest in the Repurchase Documents and the Repurchase Assets on any day in proportion to its Pro Rata undivided ownership interest in the Purchased Loans outstanding Transactions on that day; (b) send timely send, in accordance with the Repurchase Agreement, bills to the Seller Sellers for accrued interest, the Facility Fee and other sums due and receive all payments of principal, Price Differential and other sums on account of the Purchased Loans Transactions or with respect to themit; (c) use reasonable diligence to obtain from the Seller Sellers and promptly remit to each Buyer such Buyer’s Pro Rata share shares of Price Differential, principal, Repurchase Prices for Purchased Loans Price and other sums received by the Administrative Agent on account of the Purchased Loans Transactions or with respect to themit, in accordance with this Agreement; (d) use reasonable diligence to recover from the Seller Sellers all expenses incurred that are reimbursable by the SellerSellers, and promptly remit to each Buyer its Pro Rata share (if any) thereof; (e) enforce the terms of this Agreement and the Repurchase Agreement, including, with the approval or at the direction of the Required Buyers, the remedies afforded the Buyers pursuant to Sections 18.2, 18.3, 18.4 and 18.10Section 14 of the Repurchase Agreement; (f) hold the Purchased Loans and all security interests established hereby ratably for itself as Administrative Agent a Buyer and representative as agent and bailee for and on behalf of the Buyers; andother Buyer(s); (g) request from the SellerSellers, and promptly forward to the other Buyers, such information as any of the other Buyers may reasonably request the Administrative Agent to obtain from the SellerSellers, consistent with the terms of this Agreement and the Repurchase Agreement, including, without limitation, the reports and other information provided by Sellers from time to time pursuant to Section 12 of the Repurchase Agreement; and (h) upon request of a Buyer (such request not to be made more than once per week), the Administrative Agent (in its capacity as Custodian) shall deliver a Mortgage Loan Schedule.