CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. BOOKS AND RECORDS; DELIVERY OF DOCUMENTS
Section 2.01 Conveyance of Mortgage Loans; Possession of Mortgage Files; Maintenance of Servicing Files. The Company, on the related Closing Date, does hereby sell, transfer, assign, set over and convey to the Purchaser, without recourse, but subject to the terms of this Agreement, on a servicing retained basis, all the right, title and interest of the Company in and to the Mortgage Loans in the related Mortgage Loan Package, and Mortgage Files and all rights and obligations arising under the documents contained therein for each Mortgage Loan in the related Mortgage Loan Package. Pursuant to Section 2.03, the Company shall deliver the Mortgage Loan Documents for each Mortgage Loan to the Custodian prior to the related Closing Date. The contents of each Mortgage File not delivered to the Custodian are and shall be held in trust by the Company for the benefit of the Purchaser as the owner thereof. The Company shall maintain a Servicing File consisting of a copy of the contents of each Mortgage File and the originals of the documents in each Mortgage File not delivered to the Custodian. The possession of each Servicing File by the Company is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan, and such retention and possession by the Company is in a custodial capacity only. Upon the sale of the Mortgage Loans the ownership of each Mortgage Note, the related Mortgage and the related Mortgage File and Servicing File shall vest immediately in the Purchaser, and the ownership of all records and documents with respect to the related Mortgage Loan prepared by or which come into the possession of the Company shall vest immediately in the Purchaser and shall be retained and maintained by the Company, in trust, at the will of the Purchaser and only in such custodial capacity. Each Servicing File shall be segregated from the other books and records of the Company and shall be marked appropriately to reflect clearly the sale of the related Mortgage Loan to the Purchaser. The Company shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Purchaser, unless such release is required as incidental to the Company's servicing of the Mortgage Loans or is in connection with a repurchase of any Mortgage Loan pursuant to Section 3.03, 3.06, or 6.02.
CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. BOOKS AND RECORDS; CUSTODIAL AGREEMENT; DELIVERY OF DOCUMENTS
CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. BOOKS AND RECORDS; DELIVERY OF DOCUMENTS
Section 2.01 Conveyance of Mortgage Loans; Possession of Mortgage Files; Maintenance of Servicing Files....................................................................................
CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. BOOKS AND RECORDS; DELIVERY OF DOCUMENTS
CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. BOOKS AND RECORDS; CUSTODIAL AGREEMENT; DELIVERY OF DOCUMENTS
Section 2.01 Conveyance of Mortgage Loans; Possession of Mortgage Files; Maintenance of Servicing Files. The Company, simultaneously with the execution and delivery of this Agreement, does hereby and thereby sell, transfer, assign, set over and convey to the Purchaser, without recourse, but subject to the terms of this Agreement, all the right, title and interest of the Company in and to the Mortgage Loans. Pursuant to Section 2.03, the Company has delivered the Mortgage Loan Documents to the Custodian.
CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. BOOKS AND RECORDS; CUSTODIAL AGREEMENT; DELIVERY OF DOCUMENTS 15 ARTICLE III 21 REPRESENTATIONS AND WARRANTIES REMEDIES AND BREACH 21 ARTICLE IV 40 ADMINISTRATION AND SERVICING OF MORTGAGE LOANS 40 ARTICLE V 59 PAYMENTS TO PURCHASER 59 ARTICLE VI 61 GENERAL SERVICING PROCEDURES 61 ARTICLE VII 66 COMPANY TO COOPERATE 66 ARTICLE VIII 67 THE COMPANY 67 ARTICLE IX 69 AGENCY SALES, SECURITIZATION TRANSACTIONS OR WHOLE LOAN TRANSFERS 69 ARTICLE X 81 DEFAULT 81 ARTICLE XI 83 TERMINATION 83 ARTICLE XII 83 MISCELLANEOUS PROVISIONS 83
CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. BOOKS AND RECORDS; CUSTODIAL AGREEMENT; DELIVERY OF DOCUMENTS 10 ARTICLE III REPRESENTATIONS AND WARRANTIES REMEDIES AND BREACH ARTICLE IV ADMINISTRATION AND SERVICING OF MORTGAGE LOANS 31 ARTICLE V 45 PAYMENTS TO PURCHASER 45 ARTICLE VI 46 GENERAL SERVICING ROCEDURES 46 ARTICLE VII 49 COMPANY TO COOPERATE 49 ARTICLE VIII 50 THE COMPANY 50 ARTICLE IX 52 REMOVAL OF MORTGAGE LOANS FROM AGREEMENT 52 ARTICLE X 54 DEFAULT 54 ARTICLE XI 56 TERMINATION 56 MISCELLANEOUS PROVISIONS 58
CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. BOOKS AND RECORDS; CUSTODIAL AGREEMENT; DELIVERY OF DOCUMENTS ARTICLE III REPRESENTATIONS AND WARRANTIES REMEDIES AND BREACH ARTICLE IV ADMINISTRATION AND SERVICING OF MORTGAGE LOANS 29 ARTICLE V 42 PAYMENTS TO PURCHASER 42 ARTICLE VI 44 GENERAL SERVICING ROCEDURES 44 ARTICLE VII 46 COMPANY TO COOPERATE 46 ARTICLE VIII 47 THE COMPANY ARTICLE IX 49 REMOVAL OF MORTGAGE LOANS FROM AGREEMENT 49 ARTICLE X 51 DEFAULT 51 ARTICLE XI 53 TERMINATION 53 MISCELLANEOUS PROVISIONS 55 Exhibit A-1 Mortgage Loan Schedule (WFMR 2003-M12) Exhibit A-2 Electronic Data File Exhibit B Mortgage Loan Documents Exhibit C Custodial Agreement Exhibit D Exhibit E Custodial Account Certifications Exhibit F Escrow Account Certifications Exhibit G Form of Assignment and Assumption Agreement Exhibit H Underwriting Guidelines Exhibit I Form of Loss Mitigation Advisory Agreement Exhibit J Form of Annual Certification This is a Seller's Warranties and Servicing Agreement for Alt-A fixed rate residential first mortgage loans, dated and effective as of November 1, 2003, and is executed between Xxxxxx Brothers Bank, FSB, as purchaser (the "Purchaser"), and Xxxxx Fargo Home Mortgage, Inc., as seller and servicer (the "Company").
CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. The Company, simultaneously with the execution and delivery of this Reference Agreement, does hereby sell, transfer and assign, without recourse, to the Initial Owner the Ownership Interest comprising all of the right, title and interest of the Company in and to the Mortgage Loans, including all interest at the applicable Mortgage Loan Remittance Rate and principal received on or with respect to the Mortgage Loans after the Cut-off Date (other than payments of principal and interest due on the Mortgage Loans on or before the Cut-off Date) on a servicing retained basis. Additionally, in connection with the Company's assignment to the Initial Owner, and subject to Section 2.01 of the Standard Terms, the Company has delivered to, and deposited with, the Custodian, as the duly appointed agent of the Owner for such purpose, the documents or instruments or copies thereof set forth in Section 2.01(b) of the Standard Terms.
CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES. BOOKS AND RECORDS; DELIVERY OF DOCUMENTS
Section 2.01 Conveyance of Mortgage Loans; Possession of Mortgage Files; Maintenance of Servicing Files. On each Closing Date, the Company, simultaneously with the payment of the Purchase Price shall execute and deliver to the Purchaser an Assignment and Conveyance with respect to the related Mortgage Loan Package in the form attached hereto as Exhibit L. Pursuant to Section 2.04, on or prior to the related Closing Date the Company shall have delivered the Mortgage Loan Documents for each Mortgage Loan in the Mortgage Loan Package to the Custodian. The contents of each Mortgage File not delivered to the Custodian are and shall be held in trust by the Company for the benefit of the Purchaser as the owner thereof. The Company shall maintain a Servicing File for each Mortgage Loan. The possession of each Servicing File by
