Conveyance of the Contracts. The Depositor, concurrently with the execution and delivery hereof, does hereby contribute, transfer, convey and assign to the Trust, on behalf of the Holders of the Notes and the Certificates, without recourse, all its right, title and interest in and to the Contracts, including all interest and principal received on or with respect to the Contracts after the Cut-off Date (other than payments of principal and interest due on the Contracts on or before the Cut-off Date). In addition, the Depositor hereby assigns to the Trust all of its right, title, and interest in, to, and under the Asset Purchase Agreement. Upon assignment to the Depositor of any Eligible Substitute Contract under the Asset Purchase Agreement, the Depositor shall, and hereby does, assign the same to the Issuer.
Conveyance of the Contracts. CERTIFICATES
Section 3.01. Conveyance of the Contracts............................. 7 Section 3.02. Initial Ownership....................................... 7 Section 3.03. The Certificates........................................ 7 Section 3.04. Authentication of Certificates.......................... 8 Section 3.05. Registration of and Limitations on Transfer and Exchange of Certificates...................................... 8 Section 3.06. Mutilated, Destroyed, Lost or Stolen Certificates.....
Conveyance of the Contracts. CERTIFICATES
Section 3.01. Conveyance of the Contracts................................. 7 Section 3.02. Initial Ownership........................................... 7 Section 3.03. The Certificates............................................ 7 Section 3.04. Authentication of Certificates.............................. 8 Section 3.05. Registration of and Limitations on Transfer and Exchange of Certificates............................. 8 Section 3.06. Mutilated, Destroyed, Lost or Stolen Certificates........... 10 Section 3.07. Persons Deemed Certificateholders........................... 11 Section 3.08. Access to List of Certificateholders' Names and Addresses... 11 Section 3.09. Maintenance of Office or Agency............................. 11 Section 3.10. Certificate Paying Agent.................................... 11
Conveyance of the Contracts. (a) The Depositor, concurrently with the execution and delivery hereof does hereby transfer, assign, set over and otherwise convey to the Trustee without recourse, in trust for the benefit of the Certificateholders and the Certificate Insurer, all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, whether now owned or hereafter acquired in, to and under (i) the Contracts listed on the Contract Schedule, as amended from time to time (including the security interests created thereby), including all principal of and interest due on or with respect to such Contracts on or after the Cut-off Date (excluding interest accrued on such Contracts before the Cut-off Date and Obligatory Advances made by the Servicer prior to the Cut-off Date and remaining unreimbursed); (ii) all of the rights under all Hazard Insurance Policies relating to the Manufactured Homes securing such Contracts for the benefit of the creditors under such Contracts; (iii) all documents contained in the Servicing Files, the Contract Files and in the Land Home Contract Files with respect to the related Contracts; (iv) all accounts, general intangibles, chattel paper, instruments, documents, money, deposit accounts, certificates of deposit, goods, letters of credit, advices of credit, and investment property, consisting of, arising from, or relating to any of the foregoing; (v) all rights of the Depositor under the Sale and Servicing Agreement, including without limitation, all indemnities and the representations and warranties of the Originator with respect to the Contracts and the related remedies for breach thereof; (vi) all rights of the Depositor under the Contract Purchase Agreement, including without limitation, all indemnities and the representations and warranties of the Seller with respect to the Contracts and the related remedies for breach thereof; (vii) all rights of the Depositor under the Yield Maintenance Agreement; and (viii) all proceeds of any of the foregoing. Such assignment includes all interest and principal due after the Cut-off Date with respect to the Contracts. The ownership of each Contract and the contents of the related Contract File or Land Home Contract File, as applicable, and Servicing File are vested in the Trustee. The Depositor hereby disclaims any and all right, title and other ownership interest in and to the Contracts (including the security interests created thereby). The contents of each...
Conveyance of the Contracts. 9 Section 3.02.
Conveyance of the Contracts. Representation and Warranties of the Seller ------------------------------------------------------------------------
SECTION 2.1. Sale and Assignment of Contracts . . . . . . . . . . . . . . . . . . . . . . . . . 18 SECTION 2.2. Representations and Warranties . . . . . . . . . . . . . . . . . . . . . . . . . . 23 SECTION 2.3. Repurchase of Certain Contracts . . . . . . . . . . . . . . . . . . . . . . . . . 32 SECTION 2.4. Duties and Appointment of Custodian . . . . . . . . . . . . . . . . . . . . . . . 33 SECTION 2.5. Duties of Servicer Relating to the Contracts . . . . . . . . . . . . . . . . . . . 34 SECTION 2.6. Instructions; Authority to Act . . . . . . . . . . . . . . . . . . . . . . . . . . 35 SECTION 2.7. Indemnification . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36 SECTION 2.8. Effective Period and Termination . . . . . . . . . . . . . . . . . . . . . . . . . 36 SECTION 2.9. Nonpetition Covenant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37
Conveyance of the Contracts. Section 2.1. Conveyance of Contracts and Related Assets..............................4 Section 2.2. Intention of the Parties................................................5
Conveyance of the Contracts. The Depositor, concurrently with the execution and delivery hereof, does hereby contribute, transfer, convey and assign to the Trust, on behalf of the Holders of the Notes and the Certificates, without recourse, all its right, title and interest in and to the Contracts, including all interest and principal received on or with respect to the Contracts after the Cut-off Date (other than payments of principal and interest due on the Contracts on or before the Cut-off Date). In addition, the Depositor hereby assigns to the Trust all of its right, title, and interest in, to, and under the Manufactured Housing Contract Sale Agreement. The conveyance of the Contracts by the Depositor (on behalf of the Seller) to the Trust hereunder is intended to facilitate the simultaneous issuance of the Notes under the Indenture and issuance of the Certificates hereunder to the Seller as Holder, and the Depositor (on behalf of the Seller) has no present intention of selling any of the Certificates. Accordingly, at the time of the transaction set forth herein, the Seller will retain without interruption, through the ownership of the Certificates, the economic benefits associated with ownership of the Contracts as well as the economic burdens associated with such ownership, subject to the lien of the Indenture and subject to this Agreement.
Conveyance of the Contracts. Subject to the conditions set forth in Section 2.03, on the Closing Date, the Company shall sell, transfer, assign, set over and otherwise convey to the Trustee on behalf of the Trust by execution of an assignment substantially in the form of Exhibit D hereto (i) all the right, title and interest of the Company in and to the Contracts, including, without limitation, the security interests in the Manufactured Homes securing such Contracts and any related Mortgages, all interest and principal received by the Company on or with respect to the Contracts on and after the Cut-off Date, (ii) all rights under any Hazard Insurance Policy relating to a Manufactured Home securing an Contract for the benefit of the creditor of such Contract, (iii) the proceeds from any Contract Holders' Errors and Omissions Protection Policy and all rights under any blanket hazard insurance policy to the extent they relate to the Contracts or the Manufactured Homes related thereto, (iv) all documents contained in the Contract Files with respect to the Contracts, (v) all amounts held for the Trust in the Certificate Account, and (vi) all proceeds in any way derived from any of the foregoing. The parties intend that the conveyance of the Company's right, title and interest in and to the Contracts pursuant to this Agreement shall constitute an absolute sale.
