Asset Schedules; Exception Lists; Review Criteria. Each Asset Schedule and Exception List shall list all Exceptions using such codes as shall be in form and substance agreed to by the Custodian and the Company. Each Asset Schedule and Exception List delivered by the Custodian to the Company shall supersede and cancel the Asset Schedule and Exception List previously delivered by the Custodian to the Company hereunder, and shall replace the then existing Asset Schedule and Exception List to be attached to the Collateral Certificate. Notwithstanding anything to the contrary set forth herein, in the event that the Asset Schedule and Exception List attached to the Collateral Certificate is different from the Asset Schedule and Exception List most recently delivered to the Company, then the most recently delivered Asset Schedule and Exception List shall control and be binding upon the parties hereto. The delivery of each Asset Schedule and Exception List to the Company shall constitute the Custodian's representation (to the Company) that, other than the Exceptions listed as part of the last delivered Asset Schedule and Exception List: (i) all documents required to be delivered in respect of an Asset pursuant to Section 6.1 (c) of this Agreement have been delivered and are in the possession of the Custodian as part of the Custodial Documents, (ii) all such documents have been reviewed and examined by the Custodian in accordance with the review procedures specified in this Agreement and (x) meet the Review Criteria and (y) appear on their face to be regular and to relate to such Asset and to satisfy (except in the case of a MERS Designated Loan) the requirements set forth in Section 6.1(c) ofthis Agreement, (iii) each Asset (except in the case of a MERS Designated Loan) identified on such Asset Schedule and Exception List is being held by the Custodian as the bailee for the Company and (iv) each MERS Designated Loan is being held by MERS® as the nominee for the Company. In connection with an Asset Schedule and Exception List delivered hereunder by the Custodian, the Custodian shall make no representations as to and shall not be responsible for verifying, except as set forth in Sections 6.l(b) and 6.l(d) of this Agreement, (A) the validity, legality, enforceability, due authorization, recordability, sufficiency or genuineness of any of the Custodial Documents or (B) the collectability, insurability, effectiveness or suitability of any such Asset. To the extent that any of the documents or materials required to be p...
Asset Schedules; Exception Lists; Review Criteria. Each Asset Schedule and Exception List is to list all Exceptions using such codes as are in form and substance agreed to by the Custodian and the Company. Each Asset Schedule and Exception List delivered by the Custodian to the Company will supersede and cancel the Asset Schedule and Exception List previously delivered by the Custodian to the Company pursuant to this Agreement, and will replace the then existing Asset Schedule and Exception List to be attached to the Collateral Certificate. Notwithstanding anything to the contrary in this Section 6.1, if the Asset Schedule and Exception List attached to the Collateral Certificate is different from the Asset Schedule and Exception List most recently delivered to the Company, then the most recently delivered Asset Schedule and Exception List will control and be binding upon the parties to this Agreement. A copy of each Asset Schedule and Exception List delivered to the Company is to be delivered contemporaneously to the Initial Member. The delivery of each Asset Schedule and Exception List to the Company will constitute the Custodian’s representation (to each of the Company and the Initial Member) that, other than the Exceptions listed as part of the last delivered Asset Schedule and Exception List: (i) all documents required to be delivered in respect of an Asset pursuant to Section 6.1(c) have been delivered and are in the possession of the Custodian as part of the Custodial Documents;
