Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures a Subsequent Home Equity Loan and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate Group. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. (b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date: (i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans; (ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon; (iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date; (iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency; (v) the Funding Period with respect to the related Group shall not have ended: (vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and (vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax). (c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement. (d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such Subsequent
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Chec Asset Receivables Corp), Pooling and Servicing Agreement (Chec Asset Receivables Corp)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the DepositorSeller. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group I or the Adjustable Rate GroupGroup II. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group I or the Adjustable Rate Group II and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:;
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions opinions of Counsel counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions opinions of Counsel counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group I on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) the original term to maturity of such Subsequent Home Equity Loan may not exceed 30 years; (iii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___8.24%; (iiiiv) such Subsequent Home Equity Loan is not secured by a Property that is a manufactured home; (v) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; and (ivvi) following the remaining term to maturity purchase of such Subsequent Home Equity Loan may not exceed 360 months; and by the Trust, the Home Equity Loans (vincluding the Subsequent Home Equity Loans)
(a) the will have a weighted average combined Loan-to-Value Ratio of not more than 85% and no such Subsequent Home Equity Loans Loan which is a Balloon Loan shall not exceed ____%have an original term to maturity of less than 15 years; and (viib) the weighted average Coupon Rate of such will have no Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% Loan with a Loan Balance in excess of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement$300,000.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group II on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) the original term to maturity of such Subsequent Home Equity Loan may not exceed 30 years; (iii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___8.0%; (iiiiv) such Subsequent Home Equity Loan is not secured by a Property that is a manufactured home; (v) such Subsequent Home Equity Loan will be in a first lien position; and (ivvi) following the purchase of such Subsequent Home Equity Loan by the Trust, the Home Equity Loans (including the Subsequent Home Equity Loans) in Group II (a) will not be 30 days or more contractually Delinquent as of the related Subsequent Cut-Off Date; (vb) the remaining term to maturity will have a weighted average Coupon Rate of such at least 8.0%; (c) will have a weighted average combined Loan-to-Value Ratio of not more than 70%, (d) will not have any Balloon Loans; and (e) will have no Subsequent Home Equity Loan may not exceed 360 months; with a Loan Balance in excess of $250,000.
(vie) In connection with each Subsequent Transfer Date and, if applicable, on the Payment Date occurring in February 1997, the Trustee shall determine: (i) the amount and correct dispositions of the Capitalized Interest Requirement, Overfunded Interest Amount, Pre-Funding Account Earnings and the Pre-Funded Amount and (ii) any other necessary matters in connection with the administration of the Pre- Funding Account and of the Capitalized Interest Account. In the event that any amounts are released as a result of an error in calculation to the Owners or Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Depositor shall immediately repay such amounts to the Trustee or the Trustee shall have the right to withhold such amounts from future distributions on such Certificates. On the Payment Date in February 1997, if the Subsequent Home Equity Loan will have Loans, in the aggregate, do not comply in all material respects with the conditions specified in Sections 3.07(c) and (d) above, or there is a lifetime minimum Coupon Rate of not less than ___%; (vii) proposed change in the Certificate Insurer credit risk exposure by the Rating Agencies, the Certificate Insurer may increase the related Specified Subordinated Amount by an amount necessary to cause such Subsequentrating, without regard to the related Certificate Insurance Policy, to be maintained at the level assigned on the Startup Day.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Imc Home Equity Loan Trust 1997-1)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller Depositor of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans by the Seller to the Depositor and by the Depositor to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate GroupSeller. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller and Depositor shall have provided the Trustee and the Certificate Insurer Rating Agencies with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller and Depositor shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller and Depositor shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:; and
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer Rating Agencies an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax)Agreement.
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): requirements: (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loanthe ratings on the Offered Certificates shall not have been downgraded by any Rating Agency; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date (except that Subsequent Home Equity Loans representing not more than 2.00% of the aggregate Loan Balance of the Subsequent Home Equity Loans may not be more than 60 days Delinquent as of the related Subsequent Cut-Off Date); (iii) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (iv) the remaining original term to maturity of such Subsequent Home Equity Loan may not exceed 360 months30 years; (v) such Subsequent Home Equity Loan will have a Coupon Rate of not less than 8.375%; and (vvi) following the purchase of such Subsequent Home Equity Loan by the Trust, the Home Equity Loans (including the Subsequent Home Equity Loans)
(a) will have a weighted average Coupon Rate of at least 11.10%; (b) will have a weighted average combined Loan-to-Value Ratio of such Subsequent not more than 76.50%; (c) will not have Balloon Loans representing more than 40.00% by aggregate principal balance; (d) will have no more than 11.50% Home Equity Loans shall not exceed ____%which are second liens; (viie) the weighted average Coupon Rate of such Subsequent will have at least 91% Home Equity Loans shall not be less than ____%which are owner occupied; (viiif) will have no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage LoansLoan that is a first lien with an original Loan Balance in excess of $227,150; and (ixg) will have no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In additionLoan that is a second lien with an original Loan Balance in excess of $113,575 and a combined original principal balance of the first and second liens, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool in excess of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement$227,150.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any In connection with each Subsequent Transfer Date is subject to or on the following requirements any of which mayPayment Date occurring in April and May 1998, at as applicable, the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver Trustee shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): determine: (i) such Subsequent Home Equity Loan will be an adjustablethe amount and correct dispositions of the Capitalized Interest Requirement, Overfunded Interest Amount, Pre-rate Home Equity Loan; Funding Account Earnings and the Pre-Funded Amount and (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be any other necessary matters in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as connection with the administration of the Subsequent CutPre-Off Date; (v) Funding Account and of the remaining term Capitalized Interest Account. In the event that any amounts are released as a result of an error in calculation to maturity of the Owners or Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Subsequent Home Equity Loan may not exceed 360 months; (vi) Owners or the Depositor shall immediately repay such Subsequent Home Equity Loan will amounts to the Trustee or the Trustee shall have a lifetime minimum Coupon Rate of not less than ___%; (vii) the right to withhold such Subsequentamounts from future distributions on such Certificates.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Imc Home Equity Loan Trust 1998-1)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller Depositor of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's =s right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans by the Seller to the Depositor and by the Depositor to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller to the Depositor and by the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either Depositor to the Fixed Rate Group or the Adjustable Rate GroupTrustee. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller and the Depositor shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller and the Depositor shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller and the Depositor shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:; and
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
transfer (vii) the Seller shall have delivered such consent not to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and taxbe unreasonably withheld).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at requirements: (i) no notice has been received by the Seller's request, be waived or modified by the Depositor, the Servicer, the Certificate Insurer or the Trustee that the ratings on the Class A Certificates have been downgraded by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loanany Rating Agency; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date (provided that not more than 1.00% of the aggregate Loan Balance of the Home Equity Loans (including Initial Home Equity Loans and Subsequent Home Equity Loans) may be 60 or more days Delinquent as of the Startup Day or related Subsequent Transfer Date); (iii) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (iv) the remaining original term to maturity of such Subsequent Home Equity Loan may not exceed 360 months30 years; and (v) the such 60
(a) will have a weighted average Coupon Rate of at least 10.75%; (b) will have a weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans77.50%; and (ixc) no will not have Balloon Loans representing more than ___33.00% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreementby aggregate principal balance.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any In connection with each Subsequent Transfer Date is subject to and, if applicable, on the following requirements any of which mayPayment Dates occurring in July and August 1998, at as applicable, the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver Trustee shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): determine: (i) such Subsequent Home Equity Loan will be an adjustablethe amount and correct dispositions of the Capitalized Interest Requirement, Overfunded Interest Amount, Pre-rate Home Equity Loan; Funding Account Earnings and the Pre-Funded Amount and (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be any other necessary matters in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as connection with the administration of the Subsequent CutPre-Off Date; (v) Funding Account and of the remaining term Capitalized Interest Account. In the event that any amounts are released as a result of an error in calculation to maturity of the Owners or Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Subsequent Home Equity Loan may not exceed 360 months; (vi) Owners or the Depositor shall immediately repay such Subsequent Home Equity Loan will amounts to the Trustee or the Trustee shall have a lifetime minimum Coupon Rate of not less than ___%; (vii) the right to withhold such Subsequentamounts from future distributions on such Certificates.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Imc Home Equity Loan Trust 1998-3)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 2.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the TrusteeIssuer's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller Depositor of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor shall, on any Subsequent Transfer Date Date, sell, transfer, assign, set over and otherwise convey without recourse, to the TrusteeIssuer, and the Trustee Issuer shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) Depositor is causing to be delivered to the Custodian, on behalf of the Indenture Trustee herewith (and all substitutions therefor as provided by Section 3.032.03, 3.04 2.04 and 3.062.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate Group. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such Subsequent
Appears in 1 contract
Samples: Sale and Servicing Agreement (Imc Home Equity Loan Owner Trust 1997-6)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures a Subsequent Home Equity Loan and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group I or the Adjustable Rate GroupGroup II. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee Trustee, the Rating Agencies and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group I or the Adjustable Rate Group II and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due received in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) if not otherwise delivered on the Startup Date, the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group I on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___7.25%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months30 years (or 15 years in the case of balloon loans); and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a any Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified secured by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less an original principal balance no more than ___%$240,000 for single-family properties and $307,100 for two-to-four family properties; (vii) such Subsequentand
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Centex Home Equity Ln Asset Bk Cert Ser 1999-3)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the DepositorSeller. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group I or the Adjustable Rate GroupGroup II. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group I or the Adjustable Rate Group II and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;; 55
(v) the Funding Period with respect to the related Group shall not have ended:;
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions opinions of Counsel counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions opinions of Counsel counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such Subsequent
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Imc Home Equity Loan Trust 1997-2)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the CustodianTrustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller Depositor of all or a portion of the balance of funds in the Pre-Funding Account or the Prepaid Home Equity Loan Account, the Seller Depositor shall indirectly (through the Depositor) and the Depositor on any each Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing Depositor will cause to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Mortgaged Property which secures a Subsequent Home Equity Loan and all payments thereon the Depositor's rights but none of its obligations under the related Subsequent Transfer Agreement and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding PeriodDates. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group Ia, Group Ib, Group IIa or the Adjustable Rate GroupGroup IIb. The amount released from the Pre-Funding Account or the Prepaid Home Equity Loan Account, as applicable, shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller Depositor shall have provided the Trustee and the Certificate Insurer with an Addition Notice not less than 5 Business Days prior to the proposed Subsequent Transfer Date (unless the Trustee and the Certificate Insurer shall agree to a shorter period of time) and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller Depositor shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group I or the Adjustable Rate Group II and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller Depositor shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither none of the Responsible Party, the Seller nor the Depositor was insolvent, nor will either any of them be made insolvent by such transfer, nor is either any of them aware of any pending insolvency;
(v) with respect to Subsequent Home Equity Loans to be purchased with funds from a Pre-Funding Account, the Funding Period with respect to the related Group shall not have ended:
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c), (d) and (de) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer;
(vii) such purchase of the Subsequent Home Equity Loans will not result in a material adverse tax consequence to the Trust or the Owners of the Certificates; and
(viiviii) the Seller Depositor shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group I on any Subsequent Transfer Date is subject to the following requirements any of which may, at the SellerDepositor's request, be waived or modified by the Certificate Insurer by a written waiver, waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's Trustee and Xxxxx'xthe Rating Agencies): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) the average Loan Balance of such Subsequent Home Equity Loan Loans will have a Coupon Rate of not be less than ___%$90,000; (iii) such Subsequent Home Equity Loan will not be more than 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the weighted average remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 357 months; and (v) at least 90% of such Subsequent Home Equity Loans will be owner occupied; (vi) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____80%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____9.50%; (viii) no more than ___at least 80% of such Subsequent Home Equity Loans shall be Second Mortgage Loanssingle family; and (ix) no not more than ___35% of the Mortgaged Properties relating to Subsequent Home Equity Loans are located in California and (x) the characteristics of the Subsequent Home Equity Loans with respect to the related Group, in aggregate, shall not be materially different from the characteristics of the Home Equity Loans with respect to the related Group relating to Prepayments in Full deposited in the Prepaid Home Equity Loan Account and used to acquire such Subsequent Home Equity Loans shall be balloon loansLoans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group I and the final pool of Home Equity Loans in the Fixed Rate Group I shall conform to the requirements in the Insurance AgreementAgreement and (x) such Subsequent Home Equity Loans with respect to Group Ia will have an original Loan Balance of less than $240,000 except for Home Equity Loans for which the related Mortgaged Property (a) is a two-family property in which case the Loan Balance may be up to $307,100, (b) is a three-family property in which case the Loan Balance may be up to $371,200 or (c) is a four-family property in which case the Loan Balance may be up to $461,350 provided that the original Loan Balance for an Initial Home Equity Loan in Alaska, Hawaii, Guam and the U.S. Virgin Islands may be up to 50% higher than the limits previously described.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group II on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's Trustee and Xxxxx'xthe Rating Agencies): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) the average Loan Balance of such Subsequent Home Equity Loan Loans will have a minimum Coupon Rate of not be less than ___%$105,000; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be more than 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the weighted average remaining term to maturity of such Subsequent Home Equity Loan Loans may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a weighted average lifetime minimum Coupon Rate of not less than ___9.00% and a weighted average maximum rate of at least 15%; (vii) such SubsequentSubsequent Home Equity Loans with respect to Group IIa will have an original Loan Balance of less than $240,000 except for Home Equity Loans for which the related Mortgaged Property (a) is a two-family property in which case the Loan Balance may be up to $307,100, (b) is a three-family property in which case the Loan Balance may be up to $371,200 or (c) is a four-family property in which case the Loan Balance may be up to $461,350 provided that the original Loan Balance for an Initial Home Equity Loan in Alaska, Hawaii, Guam and the U.S. Virgin Islands may be up to 50% higher than the limits previously described; (viii) such Subsequent Home Equity Loans will have a weighted average Coupon Rate of at least 9.00%; (ix) such Subsequent Home Equity Loans will have a weighted average original Loan-to-Value Ratio of not more than 80%; (x) at least 7% of such Subsequent Home Equity Loans shall be six-month adjustable rate loans; (xi) such Subsequent Home Equity Loans will have a weighted gross average margin of no less than 6.00%; (xii) at least 90% of such Subsequent Home Equity Loans will be owner occupied; (xiii) at least 75% of such Subsequent Home Equity Loans will be single family; (xiv) not more than 35% of the Mortgaged Properties relating to Subsequent Home Equity Loans are located in California and (xv) the characteristics of the Subsequent Home Equity Loans with respect to the related Group, in aggregate, shall not be materially different from the characteristics of the Home Equity Loans with respect to the related Group relating to Prepayments in Full deposited in the Prepaid Home Equity Loan Account and used to acquire such Subsequent Home Equity Loans. In addition, the Subsequent Home Equity Loans with respect to Group II and the final pool of Home Equity Loans in Group II shall conform to the requirements in the Insurance Agreement.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Asset Backed Sec Corp Home Equity Loan Tr 1999-Lb1)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 2.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the TrusteeIssuer's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor shall, on any Subsequent Transfer Date Date, sell, transfer, assign, set over and otherwise convey without recourse, to the TrusteeIssuer, and the Trustee Issuer shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Indenture Trustee herewith (and all substitutions therefor as provided by Section 3.032.03, 3.04 2.04 and 3.062.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans by the Seller to the Trustee Issuer shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and to the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate GroupIssuer. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off CutOff Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Indenture Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Indenture Trustee and the Certificate Note Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Indenture Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Indenture Trustee) in substantially the form of Exhibit D E hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was not insolvent, nor will either of them it be made insolvent by such transfer, nor is either of them it aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:; and
(vi) the Seller and the Depositor each shall have delivered to the Indenture Trustee and the Certificate Note Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Note Insurer shall have consented to such transfer; and
transfer (vii) the Seller shall have delivered such consent not to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and taxbe unreasonably withheld).
(c) The obligation of the Trust Issuer to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): requirements: (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loanthe rating on the Notes shall not have been downgraded by any Rating Agency; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date (except that Subsequent Home Equity Loans representing not more than 1% of the aggregate Loan Balance of the Subsequent Home Equity Loans may be not more than 60 days Delinquent as of the related Subsequent Cut-Off Date); (iii) the weighted average margin of the Subsequent Home Equity Loans will be at least 6.80%; (iv) such Subsequent Home Equity Loan will be an adjustable rate Home Equity Loan; (v) the remaining original term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 monthsyears; (vi) such Subsequent Home Equity Loan must be a first lien; and (vii) following the purchase of such Subsequent Home Equity Loan by the Trust, the Home Equity Loans (including the Subsequent Home Equity Loans)
(a) will have a lifetime minimum weighted average Coupon Rate of not less than ___at least 10.15%; (viib) will have a weighted average Loan-to-Value Ratio of not more than 77.60%; (c) will have at least 93.00% Home Equity Loans which are owner occupied; and (d) will have at least 91.00% Home Equity Loans secured by single family detached properties.
(d) In connection with each Subsequent Transfer Date and, if applicable, on the Payment Dates occurring during the Funding Period, the Trustee shall determine: (i) the amount and correct dispositions of the Capitalized Interest Requirement, Overfunded Interest Amount, Pre-Funding Account Earnings and the Pre-Funded Amount and (ii) any other necessary matters in connection with the administration of the Pre- Funding Account and of the Capitalized Interest Account. In the event that any amounts are released as a result of an error in calculation to the Owners, the Seller or the Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such SubsequentOwners, the Seller or the Depositor shall immediately repay such amounts to the Indenture Trustee or the Indenture Trustee shall have the right to withhold such amounts from future distributions on such Notes.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Bear Stearns Asset Backed Securities Inc)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 2.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Indenture Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the TrusteeDepositor and the Depositor shall sell, transfer, assign, set over and otherwise convey without recourse, to the Issuer, and the Issuer shall pledge, transfer, assign, set over and otherwise Grant without recourse to the Indenture Trustee shall purchase on behalf for the benefit of the Trust Owners of the Notes and the Note Insurer all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Indenture Trustee herewith (and all 40 substitutions therefor as provided by Section 3.032.03, 3.04 2.04 and 3.062.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee Issuer shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller to the Depositor and by the DepositorDepositor to the Issuer. The Grant by the Issuer to the Indenture Trustee is intended to be treated as a pledge of assets without recourse. [Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group I or the Adjustable Rate Group. Group II.] The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Indenture Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Issuer, the Indenture Trustee and the Certificate Note Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Indenture Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Indenture Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group I or the Adjustable Rate Group II and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:; 41
(vi) the Seller and the Depositor each shall have delivered to the Issuer, the Indenture Trustee and the Certificate Note Insurer an Officer's Certificate Note confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Note Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Issuer, the Indenture Trustee and the Certificate Note Insurer Opinions opinions of Counsel counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions opinions of Counsel counsel delivered to the Issuer, the Indenture Trustee and the Certificate Note Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such Subsequent
Appears in 1 contract
Samples: Indenture (Imc Securities Inc)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller Depositor of all or a portion of the balance of funds in the Pre-Funding Account, the Seller Depositor shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) Depositor is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans by the Seller to the Depositor and by the Depositor to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate Group. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such Subsequentbe
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Imc Home Equity Loan Trust 1997-7)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate Group. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such Subsequentthe
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Imc Home Equity Loan Trust 1997-5)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 2.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the TrusteeIssuer's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller Depositor of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor ), on any Subsequent Transfer Date Date, sell, transfer, assign, set over and otherwise convey without recourse, to the TrusteeIssuer, and the Trustee Issuer shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Indenture Trustee herewith (and all substitutions therefor as provided by Section 3.032.03, 3.04 2.04 and 3.062.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans by the Seller to the Trustee Depositor and by the Depositor to the Issuer shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and to the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate GroupIssuer. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Indenture Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller and the Depositor shall have provided the Indenture Trustee and the Certificate Note Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller and the Depositor shall have delivered to the Indenture Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Indenture Trustee) in substantially the form of Exhibit D E hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller and the Depositor shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:; and
(vi) the Seller and the Depositor each shall have delivered to the Indenture Trustee and the Certificate Note Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such Subsequentthis
Appears in 1 contract
Samples: Sale and Servicing Agreement (Imc Home Equity Loan Owner Trust 1998-4)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate GroupSeller. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer Rating Agencies with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:; and
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer Rating Agencies an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax)Agreement.
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): requirements: (i) the Trustee shall have received confirmation that the ratings on the Offered Certificates will not have been downgraded by the Rating Agencies as a result of such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loantransfer; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date (except that Subsequent Home Equity Loans representing not more than 2% of the aggregate Loan Balance of the Subsequent Home Equity Loans may not be more than 60 days Delinquent as of the related Subsequent Cut-Off Date); (iii) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (iv) the remaining original term to maturity of such Subsequent Home Equity Loan may not exceed 360 months30 years; (v) such Subsequent Home Equity Loan will have a Coupon Rate of not less than 8.38%; and (vvi) following the purchase of such Subsequent Home Equity Loan by the Trust, the Home Equity Loans (including the Subsequent Home Equity Loans)
(a) will have a weighted average Coupon Rate of at least 11.50%; (b) will have a weighted average combined Loan-to-Value Ratio of such not more than 75%; (c) will not have Balloon Loans representing more than 53% by aggregate principal balance; and (d) will have no Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate Loan with a Loan Balance in excess of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement$550,000.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any In connection with each Subsequent Transfer Date is subject to and, if applicable, on the following requirements any of which mayPayment Date occurring in July 1997, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver Trustee shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): determine: (i) such Subsequent Home Equity Loan will be an adjustablethe amount and correct dispositions of the Capitalized Interest Requirement, Overfunded Interest Amount, Pre-rate Home Equity Loan; Funding Account Earnings and the Pre-Funded Amount and (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be any other necessary matters in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as connection with the administration of the Subsequent CutPre-Off Date; (v) Funding Account and of the remaining term Capitalized Interest Account. In the event that any amounts are released as a result of an error in calculation to maturity of the Owners or Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Subsequent Home Equity Loan may not exceed 360 months; (vi) Owners or the Depositor shall immediately repay such Subsequent Home Equity Loan will amounts to the Trustee or the Trustee shall have a lifetime minimum Coupon Rate of not less than ___%; (vii) the right to withhold such Subsequentamounts from future distributions on such Certificates.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Imc Home Equity Loan Trust 1997-3)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures a Subsequent Home Equity Loan and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate Group. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___7.60%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (v) such Subsequent Home Equity Loan will have an original Loan Balance of less than $227,150; and (vvi) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____80.00%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____11.08%; (viii) no more than ___10.00% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___45.00% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___7.45%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___2.00%; (vii) such SubsequentSubsequent Home Equity Loans will have an original Loan Balance of less than $450,000; (viii) such Subsequent Home Equity Loans will have a weighted average Coupon Rate of at least 10.42%; (ix) such Subsequent Home Equity Loans will have a weighted average original Loan-to-Value Ratio of not more than 84.00%; (x) at least 17.00% of such Subsequent Home Equity Loans shall be six-month adjustable rate loans; (xi) such Subsequent Home Equity Loans will have a weighted gross average margin of no less than 5.90%; and (xii) none of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Adjustable Rate Group and the final pool of Home Equity Loans in the Adjustable Rate Group shall conform to the requirements in the Insurance Agreement.
(e) In connection with each Subsequent Transfer Date and, if applicable, on the Final Pre-Funding Payment Date, the Trustee shall determine: (i) the amount and correct dispositions of the Fixed Rate Group Capitalized Interest Requirement and the Adjustable Rate Group Capitalized Interest Requirement, Pre-Funding Account Earnings and the Pre-Funded Amount and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account and of the Capitalized Interest Account. In the event that any amounts are released as a result of an error in calculation to the Owners or Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Depositor shall immediately repay such amounts to the Trustee or the Trustee shall have the right to withhold such amounts from future distributions on such Certificates or the Depositor. On the Final Pre-Funding Payment Date, the Certificate Insurer may modify the related Specified Subordinated Amount as provided in Exhibits L and M.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (DLJ Mortgage Acceptance Corp)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs paragraph (b), (c) and (d) below (based on the CustodianTrustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the CustodianTrustee or an affiliate of the Trustee, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate GroupSeller. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to or after the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller Depositor shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) thereon and the Seller shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement in substantially the form as attached to the Loan Sale Agreement;
(iii) the Depositor shall have caused the Seller to have delivered to the Master Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and or after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:; and
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller , which consent shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax)not be unreasonably withheld.
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which mayrequirements, at individually, or in the Seller's requestaggregate, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): as applicable: (i) such the remaining term to maturity of each Subsequent Home Equity Loan will be a fixed-rate Home Equity Loanmay not exceed 30 years; (ii) such Subsequent Home Equity Loan none will have a Coupon Rate of not less be greater than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the related Subsequent Cut-Off Date; (iii) will have Minimum Rates no lower than 8.00%; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 monthswill have Coupon Rates no lower than 8.00%; and (v) the less than 52.00% of first lien Mortgages may have piggyback second lien Mortgages; (vi) will have a weighted average combined Coupon Rate that is at least 11.08%; (vii) up to 5.60% are second lien Mortgages; (viii) no piggyback second lien Mortgages; (ix) will have a weighted average Combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____less than 78.20%; (viix) Loan Balance at the weighted average Coupon Rate time of such Subsequent Home Equity Loans shall not be origination was less than ____%$214,600; (viiixi) no more less than ___2.50% of such Subsequent Home Equity Loans shall be Second Mortgage Loansare balloon loans; and (ixxii) no more than ___at least 94.00% of such Subsequent are fixed rate Home Equity Loans shall Loans; provided that any of the conditions set forth in clauses (v), (vi), (vii), (ix), (xi) or (xii) may be balloon loans. In addition, waived with the Subsequent Home Equity Loans with respect to consent of the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance AgreementCertificate Insurer.
(d) The obligation In connection with each Subsequent Transfer Date and, if applicable, on the final Pre-Funding Payment Date, the Trustee shall determine: (i) the amount and correct dispositions of the Trust amounts in the Capitalized Interest Account, Pre-Funding Account Earnings and the Pre-Funded Amount and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account and of the Capitalized Interest Account. In the event that any amounts are released as a result of an error in calculation to purchase a the Owners or Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Depositor shall immediately repay such amounts to the Trustee or the Trustee shall have the right to withhold such amounts from future distributions on such Certificates. On the final Pre-Funding Payment Date, if the Subsequent Home Equity Loan for addition to Loans, in the Adjustable Rate Group on any Subsequent Transfer Date aggregate, do not comply in all material respects with the conditions specified in Section 3.07(c) above, or there is subject to the following requirements any of which may, at the Seller's request, be waived or modified by a proposed change in the Certificate Insurer credit risk exposure by a written waiver the Rating Agencies, the Certificate Insurer may increase the Specified Subordinated Amount by an amount necessary to cause such credit risk exposure without regard to the Certificate Insurance Policy, to be maintained at the level assigned (a copy and shall give notice of which waiver shall be delivered such increase to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of on the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such SubsequentStartup Day.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (DLJ Mortgage Acceptance Corp)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs paragraph (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due on or prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures secured a 53 Subsequent Home Equity Loan but which has been acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate GroupSeller. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:; and
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) the original term to maturity of such Subsequent Home Equity Loan may not exceed 30 years; (iii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___8.27%; (iiiiv) such Subsequent Home Equity Loan is not secured by a Property that is a manufactured home; (v) will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; and (ivvi) following the remaining term to maturity purchase of such Subsequent Home Equity Loan may not exceed 360 months; and by the Trust, the Home Equity Loans (vincluding the Subsequent Home Equity Loans)
(a) the will have a weighted average combined Loan-to-Value Ratio of not more than 85% and no such Subsequent Home Equity Loans Loan which is a Balloon Loan shall not exceed ____%have an original term to maturity of less than 15 years; and (viib) the weighted average Coupon Rate of such will have no Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% Loan with a Loan Balance in excess of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement$450,000.
(d) The obligation In connection with each Subsequent Transfer Date and, if applicable, on the Payment Date occurring in November 1996, the Trustee shall determine: (i) the amount and correct dispositions of the Trust Capitalized Interest Requirement, Overfunded Interest Amount, Pre-Funding Account Earnings and the Pre-Funded Amount and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account and of the Capitalized Interest Account. In the event that any amounts are released as a result of an error in calculation to purchase a the Owners or Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Depositor shall immediately repay such amounts to the Trustee or the Trustee shall have the right to withhold such amounts from future distributions on such Certificates. On the Payment Date in November 1996, if the Subsequent Home Equity Loan for addition to Loans, in the Adjustable Rate Group on any Subsequent Transfer Date aggregate, do not comply in all material respects with the conditions specified in Section 3.07(c) above, or there is subject to the following requirements any of which may, at the Seller's request, be waived or modified by a proposed change in the Certificate Insurer credit risk exposure by a written waiver (a copy of which waiver shall be delivered the Rating Agencies, the Certificate Insurer may increase the Specified Subordinated Amount by an amount necessary to cause such rating, without regard to the TrusteeCertificate Insurance Policy, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will to be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of maintained at the Subsequent Cut-Off Date; (v) level assigned on the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such SubsequentStartup Day.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Imc Home Equity Loan Trust 1996-4)
Conveyance of the Subsequent Home Equity Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.05 and paragraphs (b), (c) and (d) below (based on the Custodian's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall indirectly (through the Depositor) and the Depositor on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, and the Trustee shall purchase on behalf of the Trust all of the Seller's and Depositor's right, title and interest in and to any and all benefits accruing to the Seller and the Depositor from the Subsequent Home Equity Loans (other than any principal received and interest due prior to the relevant Subsequent Cut-Off Date) which the Seller (through the Depositor) is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Section 3.03, 3.04 and 3.06), together with the related Subsequent Home Equity Loan documents and the Seller's and Depositor's interest in any Property which secures a Subsequent Home Equity Loan and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, flood insurance, hazard insurance and title insurance policy relating to the Subsequent Home Equity Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). Notwithstanding anything to the contrary herein, there shall be no more than three Subsequent Transfer Dates during the Funding Period. The transfer by the Seller (through the Depositor) and the Depositor of the Subsequent Home Equity Loans set forth on the related Schedule of Home Equity Loans to the Trustee shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller and the Depositor. Any Subsequent Home Equity Loan transferred shall be included in one and only one of either the Fixed Rate Group or the Adjustable Rate Group. The amount released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate principal balances of the Subsequent Home Equity Loans so transferred. Upon the transfer by the Seller and the Depositor of the Subsequent Home Equity Loans hereunder, such Subsequent Home Equity Loans (and all principal received and interest due thereon on and subsequent to the Subsequent Cut-Off Date) and all other rights and interests with respect to such Subsequent Home Equity Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Home Equity Loans and the other property and rights related thereto described in paragraph (a) above is subject to the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date:
(i) the Seller shall have provided the Trustee and the Certificate Insurer with an Addition Notice and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Home Equity Loans;
(ii) the Seller shall have delivered to the Trustee (with a copy to the Certificate Insurer) a duly executed written Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit D hereto, which shall indicate whether such Subsequent Home Equity Loan is to be assigned to the Fixed Rate Group or the Adjustable Rate Group and which shall include a Schedule of Home Equity Loans, listing the Subsequent Home Equity Loans and any other exhibits listed thereon;
(iii) the Seller shall have delivered to the Servicer for deposit in the Principal and Interest Account all principal received and interest due in respect of such Subsequent Home Equity Loans on and after the related Subsequent Cut-Off Date;
(iv) as of each Subsequent Transfer Date, neither the Seller nor the Depositor was insolvent, nor will either of them be made insolvent by such transfer, nor is either of them aware of any pending insolvency;
(v) the Funding Period with respect to the related Group shall not have ended:
(vi) the Seller and the Depositor each shall have delivered to the Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement and the Certificate Insurer shall have consented to such transfer; and
(vii) the Seller shall have delivered to the Trustee and the Certificate Insurer Opinions of Counsel with respect to the transfer of the Subsequent Home Equity Loans substantially in the form of the Opinions of Counsel delivered to the Trustee and the Certificate Insurer on the Startup Day with respect to the Initial Home Equity Loans (bankruptcy, corporate and tax).
(c) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Fixed Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver, (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be a fixed-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (iv) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; and (v) the weighted average combined Loan-to-Value Ratio of such Subsequent Home Equity Loans shall not exceed ____%; (vii) the weighted average Coupon Rate of such Subsequent Home Equity Loans shall not be less than ____%; (viii) no more than ___% of such Subsequent Home Equity Loans shall be Second Mortgage Loans; and (ix) no more than ___% of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Fixed Rate Group and the final pool of Home Equity Loans in the Fixed Rate Group shall conform to the requirements in the Insurance Agreement.
(d) The obligation of the Trust to purchase a Subsequent Home Equity Loan for addition to the Adjustable Rate Group on any Subsequent Transfer Date is subject to the following requirements any of which may, at the Seller's request, be waived or modified by the Certificate Insurer by a written waiver (a copy of which waiver shall be delivered to the Trustee, Standard & Poor's and Xxxxx'x): (i) such Subsequent Home Equity Loan will be an adjustable-rate Home Equity Loan; (ii) such Subsequent Home Equity Loan will have a minimum Coupon Rate of not less than ___%; (iii) such Subsequent Home Equity Loan will be in a first lien position; (iv) such Subsequent Home Equity Loan will not be 30 days or more contractually Delinquent as of the Subsequent Cut-Off Date; (v) the remaining term to maturity of such Subsequent Home Equity Loan may not exceed 360 months; (vi) such Subsequent Home Equity Loan will have a lifetime minimum Coupon Rate of not less than ___%; (vii) such SubsequentSubsequent Home Equity Loans will have an original Loan Balance of less than $____; (viii) such Subsequent Home Equity Loans will have a weighted average Coupon Rate of at least ____%; (ix) such Subsequent Home Equity Loans will have a weighted average original Loan-to-Value Ratio of not more than ___%; (x) at least ____% of such Subsequent Home Equity Loans shall be six-month adjustable rate loans; (xi) such Subsequent Home Equity Loans will have a weighted gross average margin of no less than ___%; and (xii) none of such Subsequent Home Equity Loans shall be balloon loans. In addition, the Subsequent Home Equity Loans with respect to the Adjustable Rate Group and the final pool of Home Equity Loans in the Adjustable Rate Group shall conform to the requirements in the Insurance Agreement.
(e) In connection with each Subsequent Transfer Date and, if applicable, on the Final Pre-Funding Payment Date, the Trustee shall determine: (i) the amount and correct dispositions of the Fixed Rate Group Capitalized Interest Requirement and the Adjustable Rate Group Capitalized Interest Requirement, Pre-Funding Account Earnings and the Pre-Funded Amount and (ii) any other necessary matters in connection with the administration of the Pre-Funding Account and of the Capitalized Interest Account. In the event that any amounts are released as a result of an error in calculation to the Owners or Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Depositor shall immediately repay such amounts to the Trustee or the Trustee shall have the right to withhold such amounts from future distributions on such Certificates or the Depositor. On the Final Pre-Funding Payment Date, the Certificate Insurer may modify the related Specified Subordinated Amount as provided in Exhibits L and M.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (DLJ Commercial Mort Corp Comm Mort Pass THR Cer Ser 1998-Cg1)
