Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans and paragraphs (b), (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the Subsequent Transfer Date 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 on the Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the Seller's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due on or before the Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing to be delivered to the Trustee with the related Subsequent Transfer Agreement (and all substitutions therefor as provided by Sections 3.3, 3.4 and 3.6) together with the related Subsequent Mortgage Loan documents and the Seller's interest in any Property which secures a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust 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 Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group II. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group. (b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date; (ii) the Seller shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Trustee) which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon; (iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof; (iv) the Seller shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the Subsequent Cut Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans; (v) as of the Subsequent Transfer Date, the Seller is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency; (vi) the Funding Period shall not have ended; (vii) the Seller shall have delivered to the Trustee, the Oversight Agent and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the Subsequent Transfer Agreement; (viii) the Seller shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and (ix) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice to the Rating Agencies. (c) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 85% and; (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) (a) will have a weighted average Coupon Rate of at least 9.46% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% (c) will have an average current loan balance of not greater than $107,333 and not more than 10% of the Mortgage Loans in Group I may have a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999. (d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of not more than 66.66%; and (c) will have an average current loan balance not greater than $142,810 and not more than 20% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999. (e) In connection with each Subsequent Transfer Date and, if applicable, on the Payment Dates occurring in April and May 1999, as applicable, the Trustee shall determine: (i) the amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest Requirement, the Group I Overfunded Interest Amount, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller shall immediately repay such amounts to the Trustee.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Alliance Mortgage Loan Trust 1999-1)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.05 and paragraphs (b), ) and (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Date 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 on the each Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the SellerDepositor's right, title and interest in and to any and all benefits accruing to the Depositor from the Subsequent Mortgage Loans (other than any principal and interest (including prepaid interest) payments due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing Depositor will cause to be delivered to the Trustee with the related Subsequent Transfer Agreement therewith (and all substitutions therefor as provided by Sections 3.33.03, 3.4 3.04 and 3.6) 3.06), together with the related Subsequent Mortgage Loan documents and the SellerDepositor's interest in any Property which secures a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). There shall be no more than three Subsequent Transfer Dates. The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans by the Seller to the Depositor and by the Depositor to the Trust 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 to the Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group IIthe related Mortgage Loan Group. The amount released from the Pre-Funding Account shall be one one-hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller Depositor of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal (including Prepayments collected) and interest due thereon subsequent to the Subsequent Cut Cut-Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Depositor and by the Depositor to the Trust during the Funding Period to reduce enable the Pre-Funded Amount with respect to each Group to be reduced to less than $100,000 for each Group100,000.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent and the Certificate Insurer Trustee with an Addition Notice not less than ten (10) calendar days prior to the proposed Subsequent Transfer Date (unless the Trustee agrees to a shorter time period) and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller Depositor shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement written assignment (including an acceptance by the Trustee) in substantially the form of Exhibit C, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller Depositor shall have deposited in the applicable Principal and Interest Account all principal collected and interest due accruing in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Cut-Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, neither the Depositor nor the Seller is not was insolvent, nor will it either of them be made insolvent by such transfer, nor is it either of them aware of any pending insolvency;
(viv) the Funding Period for the related Group shall not have ended;
(viivi) the Seller Depositor shall have delivered to the Trustee, the Oversight Agent and the Certificate Insurer Trustee an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;
(viii) the Seller shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ixvii) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but such sale will not limited result in a materially adverse tax consequence to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice Trust as evidenced by an Opinion of Counsel delivered to the Rating AgenciesTrustee by the Depositor at its own expense.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans on the a Subsequent Transfer Date for inclusion in Group I is subject to the following requirements, among others: (i) the ratings on the Offered Certificates shall not have been downgraded by any Rating Agency; (ii) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Cut-Off Date; (iiiii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years360 months; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 85% and; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such all of the Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) Loans, as a whole, (a) will have a weighted average Coupon Rate of at least 9.46% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99_______% (c) will have an average current loan balance of not greater than $107,333 and not more than 10% of the Mortgage Loans in for Group I may have and a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to weighted average Loan-to-Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in _______% for Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of gross margin for Group II that is not more than 66.66%____ basis points less than the weighted average gross margin for Group II as of the Cut-Off Date; and (c) will have an average current loan balance not greater than $142,810 and not no more than 20_______% in the case of the Group I of such Subsequent Mortgage Loans with Combined Loan-to-Value Ratios and _______% in the case of Group II may have a principal balance of such Subsequent Mortgage Loans with Loan-to-Value Ratios in excess of $200,000; _______% (d) will satisfy have no more than _______% in the representations case of Group I and warranties set forth _______% in Section 3.3 hereofthe case of Group II with cash out refinancings; (e) in the case of Group II only, will not be comprised of more than _______% in the aggregate of 2/28 Loans and 3/27 Loans; (f) will have weighted average PAG codes of less than __________ in the case of the Group I and less than __________ in the case of Group II; (g) will include Subsequent Mortgage Loans classified as PAG IV or PAG V comprising not more than _______% of Group I and _______% of Group II; and (eh) will have a first due date no later not more than July 1, 1999_______% of Group I and _______% of Group II that are secured by non-owner occupied properties.
(ed) In connection with each Subsequent Transfer Date and, if applicable, and on the Payment Dates Date occurring in April and May 1999________________ __, as applicable199_, the Trustee shall determine: (i) the amount and correct dispositions of each of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest RequirementRequirements, the Group I Overfunded Interest AmountAmounts, the Group II Overfunded Interest Amount, the Pre-Pre- Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller Depositor from the Pre-Pre- Funding Account or from the Capitalized Interest Account, such Owners or the Seller Depositor shall immediately repay such amounts to the Trustee.. END OF ARTICLE III
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Amresco Residential Securities Corp)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans and paragraphs (b), (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the Subsequent Transfer Date 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 on the Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the Seller's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due on or before the Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing to be delivered to the Trustee with the related Subsequent Transfer Agreement (and all substitutions therefor as provided by Sections 3.3, 3.4 and 3.6) together with the related Subsequent Mortgage Loan documents and the Seller's interest in any Property which secures a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust 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 Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group II. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30June 29, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Trustee) which shall 203968.5d include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the Subsequent Cut Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(v) as of the Subsequent Transfer Date, the Seller is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency;
(vi) the Funding Period shall not have ended;
(vii) the Seller shall have delivered to the Trustee, the Oversight Agent and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the Subsequent Transfer Agreement;
(viii) the Seller shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ix) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 85% and; (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) (a) will have a weighted average Coupon Rate of at least 9.469.41% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.9963.00% (c) will have an average current loan balance of not greater than $107,333 100,000 and not more than 1016.00% of the Mortgage Loans in Group I may have a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July September 1, 1999.. 203968.5d
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of not more than 66.6668.46%; and (c) will have an average current loan balance not greater than $142,810 130,000 and not more than 2024.35% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July September 1, 1999.
(e) In connection with each Subsequent Transfer Date and, if applicable, on the Payment Dates occurring in April July and May August 1999, as applicable, the Trustee shall determine: (i) the amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest Requirement, the Group I Overfunded Interest Amount, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller shall immediately repay such amounts to the Trustee.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Alliance Mortgage Loan Trust 1999-2)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 2.05 and paragraphs (b), (c) and (d) below (based on the TrusteeCustodian's review of such conditions) in consideration of the TrusteeIssuer's delivery on the relevant Subsequent Transfer Date 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), on the any Subsequent Transfer Date Date, sell, transfer, assign, set over and otherwise convey without recourse, to the TrusteeIssuer, and the Issuer shall purchase all of the Seller's right, title and interest in and to principal any and interest (including prepaid interest) due on each all benefits accruing to the Seller from the Subsequent Mortgage Loan after the Subsequent Cut-Off Date Loans (other than payments of any principal and interest due on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing to be delivered to the Custodian, on behalf of the Indenture Trustee with the related Subsequent Transfer Agreement herewith (and all substitutions therefor as provided by Sections 3.3Section 2.03, 3.4 2.04 and 3.6) 2.06), together with the related Subsequent Mortgage Loan documents and the Seller's interest in any Property which secures secured a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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 of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans by the Seller to the Trust 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 to the Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group IIIssuer. The amount released from the Pre-Funding Account shall be one one-hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Cut-Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group.
(b) The obligation of the Indenture Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller and the Depositor shall have delivered to the Indenture Trustee a duly executed written Subsequent Transfer Agreement (including an acceptance by the Indenture Trustee) in substantially the form of Exhibit E hereto, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller and the Depositor shall have caused to be delivered to the Trustee all the documents required Servicer for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller shall have deposited deposit in the related Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Cut-Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, neither the Seller is not nor the Depositor was insolvent, nor will it either of them be made insolvent by such transfer, nor is it either of them aware of any pending insolvency;
(viv) the Funding Period shall not have ended;; and
(viivi) the Seller and the Depositor each shall have delivered to the Trustee, the Oversight Agent Indenture Trustee and the Certificate Note Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;
(viii) Agreement and the Seller Note Insurer shall have delivered consented to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect such transfer (such consent not to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and taxbe unreasonably withheld); and
(ix) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust Issuer to purchase a Subsequent Mortgage Loans Loan on the any Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 no notice has been received by the Seller, the Depositor, the Note Insurer or more days contractually delinquent as of the Subsequent Cut Off DateIndenture Trustee that the rating on the Notes have been downgraded by any Rating Agency; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loannot be 30 days or more contractually Delinquent as of the Subsequent Cut-to-Value Ratio of Off Date (except that not more than 851% and; (iv) of the Certificate Insurer shall have given its consent to the inclusion aggregate Loan Balance of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Initial Mortgage Loans and Subsequent Mortgage Loans in Group ILoans) may be 60 or
(a) will have a weighted average Coupon Rate of at least 9.46% _____%; (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% _____%; (c) will have an average current loan balance of not greater than $107,333 and not more than 10at least _____% of the Mortgage Loans in Group I may have a principal balance greater than $200,000which are owner occupied; and (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999at least _____% Mortgage Loans secured by single family detached properties.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of not more than 66.66%; and (c) will have an average current loan balance not greater than $142,810 and not more than 20% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(e) In connection with each Subsequent Transfer Date and, if applicable, on the Payment Dates occurring in April and May 1999, as applicableduring the Funding Period, the Trustee shall determine: (i) the amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest Requirement, the Group I Overfunded Interest Amount, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) and (ii) any other necessary matters in connection with the administration of the Pre-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 Owners, the Seller or the Seller Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners Owners, the Seller or the Seller Depositor shall immediately repay such amounts to the TrusteeIndenture 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 (Amresco Residential Securities Corp)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 2.5 and paragraphs (b), (c) and (d) below (based on the TrusteeCustodian's review of such conditions) in consideration of the Indenture Trustee's delivery on the relevant Subsequent Transfer Date 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 on the any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Indenture Trustee, all of the Seller's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after listed on the Subsequent Cut-Off Date related Schedule of Mortgage Loans (other than payments of any principal and interest payments due thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing to be delivered to the Custodian on behalf of the Indenture Trustee with the related Subsequent Transfer Agreement herewith (and all substitutions therefor as provided by Sections 3.3, 3.4 2.4 and 3.62.6) together with the related Subsequent Mortgage Loan documents and the Seller's interest in any Property which secures secured a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust Indenture 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 Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group IIIndenture Trustee. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Cut-Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust Issuer during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group100,000.
(b) The obligation of the Indenture Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller shall have delivered to the Indenture Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Indenture Trustee) in substantially the form of Exhibit G, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Cut-Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, the Seller is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency;
(viv) the Funding Period shall not have ended;
(viivi) the Seller shall have delivered to the Trustee, the Oversight Agent Indenture Trustee and the Certificate Note Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;
(viiivii) the Seller shall have delivered to the Indenture Trustee, the Oversight Agent, the Rating Agencies and the Certificate Note Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Note Insurer and the Indenture Trustee on the Startup Day Closing Date with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ixviii) the Certificate Note Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a the final pool of Mortgage Loan Group Loans differs materially from the Initial Mortgage Loans in such Mortgage Loan Grouppool. Prior to any such adjustment, the Certificate Note Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust Issuer to purchase Subsequent Mortgage Loans on the a Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Cut-Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 85% and; (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) (a) will have a weighted average Coupon Rate of at least 9.46% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% (c) will have an average current loan balance of not greater than $107,333 and not more than 10% of the Mortgage Loans in Group I may have a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the TrustIssuer, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): Loans)
(a) will have a weighted average coupon rate of at least 8.418.76%; (b) will have a weighted average Loan to Loan-to-Value Ratio of not more than 66.6657.94%; and (c) will have an average current loan balance not greater than $142,810 109,619 and not more than 2010% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; 200,000 and (d) will satisfy the representations and warranties set forth in Section 3.3 2.3 hereof; and (e) have . In addition, the final pool of Mortgage Loans shall conform to the guidelines set forth in paragraph 28 of the "Commitment to Issue a first due date no later than July 1Financial Guaranty Insurance Policy dated March 27, 19991998 from the Note Insurer to the Seller relating to the Note Insurance Policy."
(ed) In connection with each Subsequent Transfer Date and, if applicable, and on the Payment Dates Date occurring in April and May 1999, as applicable1998, the Indenture Trustee shall determine: (i) the amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest Requirement, the Group I Overfunded Interest Amount, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller shall immediately repay such amounts to the Trustee.
Appears in 1 contract
Samples: Sale and Servicing Agreement (First Alliance Mortgage Loan Trust 1998-1a)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 2.5 and paragraphs (b), (c) and (d) below (based on the TrusteeCustodian's review of such conditions) in consideration of the Indenture Trustee's delivery on the relevant Subsequent Transfer Date 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 on the any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Indenture Trustee, all of the Seller's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after listed on the Subsequent Cut-Off Date related Schedule of Mortgage Loans (other than payments of any principal and interest payments due thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing to be delivered to the Custodian on behalf of the Indenture Trustee with the related Subsequent Transfer Agreement herewith (and all substitutions therefor as provided by Sections 3.3, 3.4 2.4 and 3.62.6) together with the related Subsequent Mortgage Loan documents and the Seller's interest in any Property which secures secured a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust Indenture 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 Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group IIIndenture Trustee. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Cut-Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust Issuer during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group100,000.
(b) The obligation of the Indenture Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller shall have delivered to the Indenture Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Indenture Trustee) in substantially the form of Exhibit G, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Cut-Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, the Seller is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency;
(viv) the Funding Period shall not have ended;
(viivi) the Seller shall have delivered to the Trustee, the Oversight Agent Indenture Trustee and the Certificate Note Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;
(viiivii) the Seller shall have delivered to the Indenture Trustee, the Oversight Agent, the Rating Agencies and the Certificate Note Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Note Insurer and the Indenture Trustee on the Startup Day Closing Date with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ixviii) the Certificate Note Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a the final pool of Mortgage Loan Group Loans differs materially from the Initial Mortgage Loans in such Mortgage Loan Grouppool. Prior to any such adjustment, the Certificate Note Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust Issuer to purchase Subsequent Mortgage Loans on the a Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Cut-Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 85% and%; (iv) the Certificate Insurer shall have given its consent to the inclusion such Mortgage Loan bears a fixed rate of such Subsequent Mortgage Loan; and, interest and (v) following the purchase of such Subsequent Mortgage Loans by the TrustIssuer, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) (a) will have a weighted average Coupon Rate of at least 9.46% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% (c) will have an average current loan balance of not greater than $107,333 and not more than 10% of the Mortgage Loans in Group I may have a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.Loans)
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): (a) will have a weighted average coupon rate of at least 8.419.76%; (b) will have a weighted average Loan to Loan-to-Value Ratio of not more than 66.6655.77%; and (c) will have an average current loan balance not greater than $142,810 96,221 and not more than 2010% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; 200,000 and (d) will satisfy the representations and warranties set forth in Section 3.3 2.3 hereof; and (e) have . In addition, the final pool of Mortgage Loans shall conform to the guidelines set forth in paragraph 28 of the"Commitment to Issue a first due date no later than July 1Financial Guaranty Insurance Policy dated March 27, 19991998 from the Note Insurer to the Seller relating to the Note Insurance Policy.
(ed) In connection with each Subsequent Transfer Date and, if applicable, and on the Payment Dates Date occurring in April and May 1999, as applicable1998, the Indenture Trustee shall determine: (i) the amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest Requirement, the Group I Overfunded Interest Amount, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller shall immediately repay such amounts to the Trustee.
Appears in 1 contract
Samples: Sale and Servicing Agreement (First Alliance Mortgage Loan Trust 1998-1f)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.5 and paragraphs (b), (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the Subsequent Transfer Date 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 on the Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the Seller's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due on or before the Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing to be delivered to the Trustee with the related Subsequent Transfer Agreement herewith (and all substitutions therefor as provided by Sections 3.3, 3.4 and 3.6) together with the related Subsequent Mortgage Loan documents and the Seller's interest in any Property which secures secured a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust 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 Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group II. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit K, which shall include a Schedule of 44 Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the Subsequent Cut Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the Subsequent Transfer Date, the Seller is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency;
(viv) the Funding Period shall not have ended;
(viivi) the Seller shall have delivered to the Trustee, the Oversight Agent Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the Subsequent Transfer Agreement;
(viiivii) the Seller shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ixviii) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 8580% and; (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) (a) will have a weighted average Coupon Rate of at least 9.46% 9.31%; (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% 61.21%; (c) will have an average current loan balance of not greater than $107,333 113,383.00 and not more than 1010.00% of the Mortgage Loans in Group I may have a principal balance greater than in excess of $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July October 1, 19991998.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): ) (a) will have a weighted average coupon rate of at least 8.418.28%; (b) will have a weighted average Loan to Value Ratio of not more than 66.6663.34%; and (c) will have an average current loan balance not greater than $142,810 120,283.00 and not more than 2010.00% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July October 1, 19991998.
(e) In connection with each Subsequent Transfer Date and, if applicable, on the Payment Dates occurring in April October and May 1999November 1998, as applicable, the Trustee shall determine: (i) the amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest Requirement, the Group I Overfunded Interest Amount, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller shall immediately repay such amounts to the Trustee.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Alliance Mortgage Loan Trust 1998-3)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.05 and paragraphs (b), ) and (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Date 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 on the each Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the SellerDepositor's right, title and interest in and to any and all benefits accruing to the Depositor from the Subsequent Mortgage Loans (other than any principal and interest (including prepaid interest) payments due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing Depositor will cause to be delivered to the Trustee with the related Subsequent Transfer Agreement therewith (and all substitutions therefor as provided by Sections 3.33.03, 3.4 3.04 and 3.6) 3.06), together with the related Subsequent Mortgage Loan documents and the SellerDepositor's interest in any Property which secures a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). There shall be no more than three Subsequent Transfer Dates. The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans by the Seller to the Depositor and by the Depositor to the Trust 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 to the Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group IIthe related Mortgage Loan Group. The amount released from the Pre-Funding Account shall be one one-hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller Depositor of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal (including Prepayments collected) and interest due thereon subsequent to the Subsequent Cut Cut-Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Depositor during the Funding Period to enable the Depositor to reduce the Pre-Funded Amount with respect to each Group to less than $100,000. The Depositor hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Funded Amount with respect to each Group to less than $100,000 for each Group100,000.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent and the Certificate Insurer Trustee with an Addition Notice not less than ten (10) calendar days prior to the proposed Subsequent Transfer Date (unless the Trustee agrees to a shorter time period) and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller Depositor shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement written assignment (including an acceptance by the Trustee) in substantially the form of Exhibit C, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller Depositor shall have deposited in the applicable Principal and Interest Account all principal collected and interest due accruing in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Cut-Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, neither the Depositor nor the Seller is not was insolvent, nor will it either of them be made insolvent by such transfer, nor is it either of them aware of any pending insolvency;
(viv) the Funding Period for the related Group shall not have ended;
(viivi) the Seller Depositor shall have delivered to the Trustee, the Oversight Agent and the Certificate Insurer Trustee an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;
(viii) the Seller shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ixvii) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but such sale will not limited result in a materially adverse tax consequence to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice Trust as evidenced by an Opinion of Counsel delivered to the Rating AgenciesTrustee by the Depositor at its own expense.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans on the a Subsequent Transfer Date for inclusion in Group I is subject to the following requirements, among others: (i) the ratings on the Offered Certificates shall not have been downgraded by any Rating Agency; (ii) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Cut-Off Date; (iiiii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years360 months; and (iiiiv) such following the purchase of all of the Subsequent Mortgage Loan Loans by the Trust, the Subsequent Mortgage Loans, as a whole, (a) will have a Combined weighted average Loan-to-Value Ratio of not more than 8572% and; (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in for Group I (including the Subsequent Mortgage Loans in Group I) (a) will have a weighted average Coupon Rate of at least 9.46and 74% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% (c) will have an average current loan balance of not greater than $107,333 and not more than 10% of the Mortgage Loans in Group I may have a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of gross margin for Group II that is not more than 66.66%25 basis points less than the weighted average gross margin for Group II as of the Cut-Off Date; and (c) will have an average current loan balance not greater than $142,810 and not no more than 2010% in the case of Group I and 15% in the case of Group II of such Subsequent Mortgage Loans in Group II may have a principal balance with Loan-to-Value Ratios in excess of $200,00080%; (d) will satisfy have no more than 70% in the representations case of Group I and warranties set forth 50% in Section 3.3 hereofthe case of Group II with cash out refinancings; (e) in the case of Group II only, will not be comprised of more than 70% in the aggregate of 2/28 Loans and 3/27 Loans; (f) will have weighted average PAG codes of less than 2.5 in the case of the Group I and less than 2.7 in the case of Group II; (g) will include Subsequent Mortgage Loans classified as PAG IV or PAG V comprising not more than 16% of Group I and 19% of Group II; and (eh) will have a first due date no later not more than July 1, 199910.5% of Group I and 8% of Group II that are secured by non-owner occupied properties.
(ed) In connection with each Subsequent Transfer Date and, if applicable, and on the Payment Dates occurring in April July and May 1999, as applicableAugust 1997 and on the Pre-Funding Payment Date, the Trustee shall determine: (i) the amount and correct dispositions of each of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest RequirementRequirements, the Group I Overfunded Interest AmountAmounts, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller Depositor shall immediately repay such amounts to the Trustee.. END OF ARTICLE III
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Amresco Residential Securities Corp Mortgage Loan Tr 1997-2)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.5 and paragraphs (b), (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Date Dates to or upon the order of the Seller Company of all or a portion of the balance of funds in the Pre-Funding Account, the Seller Company shall on the any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the SellerCompany's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after listed on the Subsequent Cut-Off Date related Schedule of Mortgage Loans (other than payments of any principal and interest payments due thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller Company is causing to be delivered to the Trustee with the related Subsequent Transfer Agreement herewith (and all substitutions therefor as provided by Sections 3.3, 3.4 and 3.6) together with the related Subsequent Mortgage Loan documents and the SellerCompany's interest in any Property which secures secured a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). The transfer by the Seller Company of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust 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 TrustCompany. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) one of either Group I or Group II. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller Company of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller Company hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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 Company shall have provided the Trustee, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller Company shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit L, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller Company shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, the Seller Company is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency;
(viv) the Funding Period shall not have ended;
(viivi) the Seller Company shall have delivered to the Trustee, the Oversight Agent Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;; and
(viiivii) the Seller Company shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ix) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans for addition to Group I on the a Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 8580% and; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans Loans) in Group I) I (a) will have a weighted average Coupon Rate of at least 9.46% 8.35%; (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% 60.42%; (c) will have an average current loan no Mortgage Loan with a principal balance in excess of not greater $230,000 (other than $107,333 and not more than 101.00% of the Mortgage Loans in Group I which may have a principal balance greater than $200,000; (din excess thereof) and will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have . In addition, the final pool of Mortgage Loans in Group I shall conform to the guidelines set forth in paragraph 29 of the "Commitment to Issue a first due date no later than July 1Financial Guaranty Insurance Policy dated September 11, 19991996" from the Certificate Insurer to the Company relating to the Fixed Rate Certificate Insurance Policy.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans for addition to Group II on the a Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan to Value Ratio of not more than 8580%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans Loans) in Group II): II (a) will have a weighted average coupon rate margin of at least 8.415.89%; (b) will have a weighted average Combined Loan to Value Ratio of not more than 66.6660.74%; and (c) will have an average current loan no Mortgage Loan with a principal balance not greater in excess of $200,000 (other than $142,810 and not more than 202.5% of the Mortgage Loans in Group II which may have a principal balance in excess of $200,000; thereof) and (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have . In addition, the final pool of Mortgage Loans in Group II shall conform to the guidelines set forth in paragraph 29 of the "Commitment to Issue a first due date no later than July 1Financial Guaranty Insurance Policy dated September 11, 19991996 from the Certificate Insurer to the Company relating to the Variable Rate Certificate Insurance Policy.
(e) In connection with each Subsequent Transfer Date and, if applicable, and on the Payment Dates Date occurring in April and May 1999, as applicableOctober 1996, the Trustee shall determine: (i) the amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest RequirementRequirements, the Group I Overfunded Interest AmountAmounts, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller Company from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller Company shall immediately repay such amounts to the Trustee.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Alliance Mortgage Loan Trust 1996-3)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.5 and paragraphs (b), (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Date Dates to or upon the order of the Seller Company of all or a portion of the balance of funds in the Pre-Funding Account, the Seller Company shall on the any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the SellerCompany's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after listed on the Subsequent Cut-Off Date related Schedule of Mortgage Loans (other than payments of any principal and interest payments due thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller Company is causing to be delivered to the Trustee with the related Subsequent Transfer Agreement herewith (and all substitutions therefor as provided by Sections 3.3, 3.4 and 3.6) together with the related Subsequent Mortgage Loan documents and the SellerCompany's interest in any Property which secures secured a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). The transfer by the Seller Company of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust 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 TrustCompany. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) one of either Group I or Group II. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller Company of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller Company hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group.. 42
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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 Company shall have provided the Trustee, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller Company shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit L, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller Company shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, the Seller Company is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency;
(viv) the Funding Period shall not have ended;
(viivi) the Seller Company shall have delivered to the Trustee, the Oversight Agent Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;
(viiivii) the Seller Company shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ixviii) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a the final pool of Mortgage Loan Group Loans differs materially from the Initial Mortgage Loans in such Mortgage Loan Grouppool. Prior to any such adjustment, the Certificate Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans for addition to Group I on the a Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 8580% and; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans Loans) in Group I) I (a) will have a weighted average Coupon Rate of at least 9.46______% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99______% (c) will have an average current loan balance of not greater than $107,333 ____________ and not more than 10______% of the Mortgage Loans in Group I may have a principal balance greater than in excess of $200,000; (d) ____________ and will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust. In addition, the final pool of Mortgage Loans in Group II (including I shall conform to the Subsequent Mortgage Loans in Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of not more than 66.66%; and (c) will have an average current loan balance not greater than $142,810 and not more than 20% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; (d) will satisfy the representations and warranties guidelines set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(e) In connection with each Subsequent Transfer Date and, if applicable, on the Payment Dates occurring in April and May 1999, as applicable, the Trustee shall determine: (i) the amount and correct dispositions paragraph 28 of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest Requirement, the Group I Overfunded Interest Amount, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable "Commitment to Group I and Group II) 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 Issue a result of an error in calculation to the Owners or the Seller from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller shall immediately repay such amounts to the Trustee.Financial
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Alliance Mortgage Co /De/)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b3.6(b) and 3.5(i3.6
(i) with respect to the Subsequent Mortgage Loans and paragraphs (b), (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the Subsequent Transfer Date 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 on the Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the Seller's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due on or before the Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing to be delivered to the Trustee Custodian, on behalf of the Trustee, with the related Subsequent Transfer Agreement (and all substitutions therefor as provided by Sections 3.33.4, 3.4 3.5 and 3.63.7) together with the related Subsequent Mortgage Loan documents and the Seller's interest in any Property which secures a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). On each Subsequent Transfer Date, the Trustee agrees to cause the Custodian to execute and deliver to the Seller, the Servicer and the Certificate Insurer a certification substantially in the form annexed hereto as Exhibit E evidencing receipt of each Subsequent Mortgage Loan. The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust 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 Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group II. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Trustee) which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the Subsequent Cut Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(v) as of the Subsequent Transfer Date, the Seller is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency;
(vi) the Funding Period shall not have ended;
(vii) the Seller shall have delivered to the Trustee, the Oversight Agent and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the Subsequent Transfer Agreement;
(viii) the Seller shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ix) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 85% and; (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) (a) will have a weighted average Coupon Rate of at least 9.46% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% (c) will have an average current loan balance of not greater than $107,333 and not more than 10% of the Mortgage Loans in Group I may have a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of not more than 66.66%; and (c) will have an average current loan balance not greater than $142,810 and not more than 20% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(e) In connection with each Subsequent Transfer Date and, if applicable, on the Payment Dates occurring in April and May 1999, as applicable, the Trustee shall determine: (i) the amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest Requirement, the Group I Overfunded Interest Amount, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller shall immediately repay such amounts to the Trustee.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Alliance Mortgage Loan Trust 1999-4)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.5 and paragraphs (b), (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Date Dates to or upon the order of the Seller Company of all or a portion of the balance of funds in the Pre-Funding Account, the Seller Company shall on the any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the SellerCompany's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after listed on the Subsequent Cut-Off Date related Schedule of Mortgage Loans (other than payments of any principal and interest payments due thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller Company is causing to be delivered to the Trustee with the related Subsequent Transfer Agreement herewith (and all substitutions therefor as provided by Sections 3.3, 3.4 and 3.6) together with the related Subsequent Mortgage Loan documents and the SellerCompany's interest in any Property which secures secured a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). The transfer by the Seller Company of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust 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 TrustCompany. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) one of either Group I or Group II. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller Company of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal and interest due thereon subsequent to the Subsequent Cut Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller Company hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Funded Amount to less than $100,000 for each Group.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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 Company shall have provided the Trustee, the Oversight Agent 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 Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller Company shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Trustee) in substantially the form of Exhibit L, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller Company shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, the Seller Company is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency;
(viv) the Funding Period shall not have ended;
(viivi) the Seller Company shall have delivered to the Trustee, the Oversight Agent Trustee and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;
(viiivii) the Seller Company shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ixviii) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a the final pool of Mortgage Loan Group Loans differs materially from the Initial Mortgage Loans in such Mortgage Loan Grouppool. Prior to any such adjustment, the Certificate Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans for addition to Group I on the a Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 8580% and; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans Loans) in Group I) I (a) will have a weighted average Coupon Rate of at least 9.46% 9.78%; (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% 54.57%; (c) will have an average current loan balance of not greater than $107,333 91,586 and not more than 1010.00% of the Mortgage Loans in Group I may have a principal balance greater than in excess of $200,000; (d) 200,000 and will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have . In addition, the final pool of Mortgage Loans in Group I shall conform to the guidelines set forth in paragraph 28 of the "Commitment to Issue a first due date no later than July 1Financial Guaranty Insurance Policy dated December 22, 19991997" from the Certificate Insurer to the Company relating to the Fixed Rate Certificate Insurance Policy.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans for addition to Group II on the a Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans Loans) in Group II): II (a) will have a weighted average coupon rate of at least 8.418.83%; (b) will have a weighted average Loan to Value Ratio of not more than 66.6659.13%; and (c) will have an average current loan balance not greater than $142,810 113,773 and not more than 2010.00% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; 200,000 and (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have . In addition, the final pool of Mortgage Loans in Group II shall conform to the guidelines set forth in paragraph 28 of the "Commitment to Issue a first due date no later than July 1Financial Guaranty Insurance Policy dated December 22, 19991997 from the Certificate Insurer to the Company relating to the Variable Rate Certificate Insurance Policy.
(e) In connection with each Subsequent Transfer Date and, if applicable, and on the Payment Dates Date occurring in April and May 1999, as applicableJanuary 1998, the Trustee shall determine: (i) the amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest RequirementRequirements, the Group I Overfunded Interest AmountAmounts, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller Company from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller Company shall immediately repay such amounts to the Trustee.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Alliance Mortgage Loan Trust 1997-4)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.05 and paragraphs (b), ) and (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Date 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 on the each Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the SellerDepositor's right, title and interest in and to any and all benefits accruing to the Depositor from the Subsequent Mortgage Loans (other than any principal and interest (including prepaid interest) payments due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing Depositor will cause to be delivered to the Trustee with the related Subsequent Transfer Agreement therewith (and all substitutions therefor as provided by Sections 3.33.03, 3.4 3.04 and 3.6) 3.06), together with the related Subsequent Mortgage Loan documents and the SellerDepositor's interest in any Property which secures a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). There shall be no more than three Subsequent Transfer Dates. The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans by the Seller to the Depositor and by the Depositor to the Trust 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 to the Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group IIthe related Mortgage Loan Group. The amount released from the Pre-Funding Account shall be one one-hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller Depositor of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal (including Prepayments collected) and interest due thereon subsequent to the Subsequent Cut Cut-Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Depositor and by the Depositor to the Trust during the Funding Period to reduce enable the Pre-Funded Amount with respect to each Group to be reduced to less than $100,000 for each Group100,000.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent and the Certificate Insurer Trustee with an Addition Notice not less than ten (10) calendar days prior to the proposed Subsequent Transfer Date (unless the Trustee agrees to a shorter time period) and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller Depositor shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement written assignment (including an acceptance by the Trustee) in substantially the form of Exhibit C, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller Depositor shall have deposited in the applicable Principal and Interest Account all principal collected and interest due accruing in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Cut-Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, neither the Depositor nor the Seller is not was insolvent, nor will it either of them be made insolvent by such transfer, nor is it either of them aware of any pending insolvency;
(viv) the Funding Period for the related Group shall not have ended;
(viivi) the Seller Depositor shall have delivered to the Trustee, the Oversight Agent and the Certificate Insurer Trustee an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;
(viii) the Seller shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ixvii) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but such sale will not limited result in a materially adverse tax consequence to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice Trust as evidenced by an Opinion of Counsel delivered to the Rating AgenciesTrustee by the Depositor at its own expense.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans on the a Subsequent Transfer Date for inclusion in Group I is subject to the following requirements, among others: (i) the ratings on the Offered Certificates shall not have been downgraded by any Rating Agency; (ii) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Cut-Off Date; (iiiii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years360 months; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 85% and; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such all of the Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) Loans, as a whole, (a) will have a weighted average Coupon Rate of at least 9.46% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.9971.75% (c) will have an average current loan balance of not greater than $107,333 and not more than 10% of the Mortgage Loans in for Group I may have and a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to weighted average Loan-to-Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in 77% for Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of gross margin for Group II that is not more than 66.66%25 basis points less than the weighted average gross margin for Group II as of the Cut-Off Date; and (c) will have an average current loan balance not greater than $142,810 and not no more than 2017% in the case of the Group I of such Subsequent Mortgage Loans with Combined Loan-to-Value Ratios and 26% in the case of Group II may have a principal balance of such Subsequent Mortgage Loans with Loan-to-Value Ratios in excess of $200,00080%; (d) will satisfy have no more than 59% in the representations case of Group I and warranties set forth 38% in Section 3.3 hereofthe case of Group II with cash out refinancings; (e) in the case of Group II only, will not be comprised of more than 74% in the aggregate of 2/28 Loans and 3/27 Loans; (f) will have weighted average PAG codes of less than 2.6 in the case of the Group I and less than 2.8 in the case of Group II; (g) will include Subsequent Mortgage Loans classified as PAG IV or PAG V comprising not more than 20.0% of Group I and 24.0% of Group II; and (eh) will have a first due date no later not more than July 1, 199912.0% of Group I and 8.0% of Group II that are secured by non-owner occupied properties.
(ed) In connection with each Subsequent Transfer Date and, if applicable, and on the Payment Dates occurring in March and April 1998 and May 1999, as applicablethe Pre-Funding Payment Date, the Trustee shall determine: (i) the amount and correct dispositions of each of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest RequirementRequirements, the Group I Overfunded Interest AmountAmounts, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller Depositor shall immediately repay such amounts to the Trustee.. END OF ARTICLE III
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Amresco Residential Securities Corp Mort Loan Trust 1998-1)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.05 and paragraphs (b), ) and (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Date 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 on the each Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the SellerDepositor's right, title and interest in and to any and all benefits accruing to the Depositor from the Subsequent Mortgage Loans (other than any principal and interest (including prepaid interest) payments due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due thereon on or before prior to the relevant Subsequent Cut-Cut- Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing Depositor will cause to be delivered to the Trustee with the related Subsequent Transfer Agreement therewith (and all substitutions therefor as provided by Sections 3.33.03, 3.4 3.04 and 3.6) 3.06), together with the related Subsequent Mortgage Loan documents and the SellerDepositor's interest in any Property which secures a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). There shall be no more than three Subsequent Transfer Dates. The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans by the Seller to the Depositor and by the Depositor to the Trust 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 to the Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group IIthe related Mortgage Loan Group. The amount released from the Pre-Funding Account shall be one one-hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller Depositor of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal (including Prepayments collected) and interest due thereon subsequent to the Subsequent Cut Cut-Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust Depositor during the Funding Period to enable the Depositor to reduce the Pre-Funded Amount with respect to each Group to less than $100,000 for each Group.
(b) 100,000. The obligation of the Trustee Depositor hereby covenants and agrees to accept the transfer of the Subsequent Mortgage Loans and the other property and rights related thereto described in paragraph (a) above is subject use its best efforts 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, the Oversight Agent 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 Mortgage Loans; provided, however, ensure that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement (including an acceptance by the Trustee) which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller shall have deposited in the Principal and Interest Account all principal collected and interest due in respect of such Subsequent Mortgage Loans on or after the Subsequent Cut Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(v) as of the Subsequent Transfer Date, the Seller is not insolvent, nor will it be made insolvent by such transfer, nor is it aware of any pending insolvency;
(vi) the Funding Period shall not have ended;
(vii) the Seller shall have delivered to the Trustee, the Oversight Agent and the Certificate Insurer an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the Subsequent Transfer Agreement;
(viii) the Seller shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ix) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but not limited to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice to the Rating Agencies.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group I is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 85% and; (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) (a) will have a weighted average Coupon Rate of at least 9.46% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.99% (c) will have an average current loan balance of not greater than $107,333 and not more than 10% of the Mortgage Loans in Group I may have a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of not more than 66.66%; and (c) will have an average current loan balance not greater than $142,810 and not more than 20% of the Mortgage Loans in Group II may have a principal balance in excess of $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(e) In connection with each Subsequent Transfer Date and, if applicable, on the Payment Dates occurring in April and May 1999, as applicable, the Trustee shall determine: (i) the sufficient amount and correct dispositions of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest Requirement, the Group I Overfunded Interest Amount, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller shall immediately repay such amounts to the Trustee.of
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Amresco Residential Securities Corp Mort Loan Trust 1997-3)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.05 and paragraphs (b), ) and (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Date 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 on the each Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the SellerDepositor's right, title and interest in and to any and all benefits accruing to the Depositor from the Subsequent Mortgage Loans (other than any principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due received thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing Depositor will cause to be delivered to the Trustee with the related Subsequent Transfer Agreement therewith (and all substitutions therefor as provided by Sections 3.33.03, 3.4 3.04 and 3.6) 3.06), together with the related Subsequent Mortgage Loan documents and the SellerDepositor's interest in any Property which secures a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). There shall be no more than three Subsequent Transfer Dates. The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans by the Seller to the Depositor and by the Depositor to the Trust 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 to the Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group IIthe related Mortgage Loan Group. The amount released from the Pre-Funding Account shall be one one-hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller Depositor of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal collected and interest due accruing thereon subsequent to the Subsequent Cut Cut-Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Depositor during the Funding Period to enable the Depositor to reduce the Pre-Funded Amount with respect to each Group to less than $100,000. The Depositor hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Trust during the Funding Period to reduce the Pre-Pre- Funded Amount with respect to each Group to less than $100,000 for each Group100,000.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent Trustee and the Certificate Insurer with an Addition Notice not less than ten (10) calendar days prior to the proposed Subsequent Transfer Date (unless the Trustee and the Certificate Insurer agree to a shorter time period) and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller Depositor shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement written assignment (including an acceptance by the Trustee) in substantially the form of Exhibit C, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller Depositor shall have deposited in the applicable Principal and Interest Account all principal collected and interest due accruing in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Cut-Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, neither the Depositor nor the Seller is not was insolvent, nor will it either of them be made insolvent by such transfer, nor is it either of them aware of any pending insolvency;
(viv) the Funding Period for the related Group shall not have ended;
(viivi) the Seller Depositor shall have delivered to the Trustee, the Oversight Agent and the Certificate Insurer Trustee an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs in the related Subsequent Transfer Agreement together with the written approval of the Certificate Insurer required by paragraph (c) and (d) below and in the Subsequent Transfer Agreementbelow;
(viiivii) the Seller Certificate Insurer shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Trustee an Officer's Certificate Insurer opinions or some other form of counsel with respect to the transfer of acceptance confirming that the Subsequent Mortgage Loans substantially conform to the representatives and warranties in the form Section 4.06 of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax)Insurance Agreement; and
(ixviii) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but such sale will not limited result in a materially adverse tax consequence to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice Trust as evidenced by an Opinion of Counsel delivered to the Rating AgenciesTrustee by the Depositor at its own expense.
(c) The obligation of the Trust to purchase a Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group I Loan is subject to the following requirements: (i) with respect to Group I only, such Subsequent Mortgage Loan will be a fixed rate mortgage loan, and with respect to Group II only, such Subsequent Mortgage Loan will be an adjustable rate mortgage loan; (ii) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent Delinquent as of the related Subsequent Cut Cut-Off Date; (iiiii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years360 months; (iiiiv) such no Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more minimum Coupon Rate less than 85% and5.00%; (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, and (v) following the purchase of such Subsequent Mortgage Loans Loan by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group ILoans) (a) will have a weighted average Coupon Rate of at least 9.467.00% and 5.00% for Group I and Group II, respectively; (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.9966.00% and 71.00% for Group I and Group II, respectively; (c) will not have Balloon Loans with an average current loan balance aggregate Loan Balance in excess of not greater than $107,333 and not more than 108.50% of the Original Aggregate Loan Balance of the Mortgage Loans in Group I may and will not have a principal balance greater than $200,000any Balloon Loans in Group II; and (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have with a Loan to Value Ratio Balance in excess of not more than 85%; $599,580 for Group I and (iv) $734,286 for Group II. In addition, the Certificate Insurer shall have given its consent the right to the inclusion of such review and approve each Subsequent Mortgage Loan; and, (v) following . With the purchase consent of such Subsequent Mortgage Loans by the TrustSeller and the Certificate Insurer, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of not more than 66.66%; and (c) will have an average current loan balance not greater than $142,810 and not more than 20% of the Mortgage Loans in Group II above characteristics may have a principal balance in excess of $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999be modified.
(ed) In connection with each Subsequent Transfer Date and, if applicable, and on the Payment Dates occurring in April January and May 1999, as applicableFebruary 1997 and on the Pre-Funding Payment Date, the Trustee shall determine: (i) the amount and correct dispositions of each of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest RequirementRequirements, the Group I Overfunded Interest AmountAmounts, the Group II Overfunded Interest Amount, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller Depositor shall immediately repay such amounts to the Trustee.. END OF ARTICLE III
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Armesco Residential Sec Corp Mort Loan Tr 1996-5)
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans Section 3.05 and paragraphs (b), ) and (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Date 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 on the each Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the SellerDepositor's right, title and interest in and to any and all benefits accruing to the Depositor from the Subsequent Mortgage Loans (other than any principal and interest (including prepaid interest) payments due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due thereon on or before prior to the relevant Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing Depositor will cause to be delivered to the Trustee with the related Subsequent Transfer Agreement therewith (and all substitutions therefor as provided by Sections 3.33.03, 3.4 3.04 and 3.6) 3.06), together with the related Subsequent Mortgage Loan documents and the SellerDepositor's interest in any Property which secures a Subsequent Mortgage Loan but which is 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, hazard insurance and title insurance policy relating to the Subsequent Mortgage 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). There shall be no more than three Subsequent Transfer Dates. The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans by the Seller to the Depositor and by the Depositor to the Trust 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 to the Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group IIthe related Mortgage Loan Group. The amount released from the Pre-Funding Account shall be one one-hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller Depositor of the Subsequent Mortgage Loans hereunder, such Subsequent Mortgage Loans (and all principal (including Prepayments collected) and interest due thereon subsequent to the Subsequent Cut Cut-Off Date) and all other rights and interests with respect to such Subsequent Mortgage Loans transferred pursuant to a Subsequent Transfer Agreement shall be deemed for all purposes hereunder to be part of the Trust Estate. The Seller hereby covenants and agrees to use its best efforts to ensure that a sufficient amount of Subsequent Mortgage Loans will be transferred to the Depositor and by the Depositor to the Trust during the Funding Period to reduce enable the Pre-Funded Amount with respect to each Group to be reduced to less than $100,000 for each Group100,000.
(b) The obligation of the Trustee to accept the transfer of the Subsequent Mortgage 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, the Oversight Agent and the Certificate Insurer Trustee with an Addition Notice not less than ten (10) calendar days prior to the proposed Subsequent Transfer Date (unless the Trustee agrees to a shorter time period) and shall have provided any information reasonably requested by any of the foregoing with respect to the Subsequent Mortgage Loans; provided, however, that the parties hereto agree that the initial Subsequent Transfer Date is March 30, 1999 and that no Addition Notice is necessary in connection with the Subsequent Mortgage Loans to be transferred on such date;
(ii) the Seller Depositor shall have delivered to the Trustee a duly executed Subsequent Transfer Agreement written assignment (including an acceptance by the Trustee) in substantially the form of Exhibit C, which shall include a Schedule of Mortgage Loans, listing the Subsequent Mortgage Loans and any other exhibits listed thereon;
(iii) the Seller shall have caused to be delivered to the Trustee all the documents required for the transfer and assignment of the Subsequent Mortgage Loans, as set forth in Section 3.5(b) hereof;
(iv) the Seller Depositor shall have deposited in the applicable Principal and Interest Account all principal collected and interest due accruing in respect of such Subsequent Mortgage Loans on or after the related Subsequent Cut Cut-Off Date, including prepaid interest collected through the first due date of the Subsequent Mortgage Loans;
(viv) as of the each Subsequent Transfer Date, neither the Depositor nor the Seller is not was insolvent, nor will it either of them be made insolvent by such transfer, nor is it either of them aware of any pending insolvency;
(viv) the Funding Period for the related Group shall not have ended;
(viivi) the Seller Depositor shall have delivered to the Trustee, the Oversight Agent and the Certificate Insurer Trustee an Officer's Certificate confirming the satisfaction of each condition precedent specified in items (i) through (v) of this paragraph (b) and paragraphs (c) and (d) below and in the related Subsequent Transfer Agreement;
(viii) the Seller shall have delivered to the Trustee, the Oversight Agent, the Rating Agencies and the Certificate Insurer opinions of counsel with respect to the transfer of the Subsequent Mortgage Loans substantially in the form of the opinions of counsel delivered to the Certificate Insurer and the Trustee on the Startup Day with respect to the Initial Mortgage Loans (bankruptcy, corporate and tax); and
(ixvii) the Certificate Insurer retains the right to adjust the loss coverage requirements, including, but such sale will not limited result in a materially adverse tax consequence to the related Specified Subordinated Amount, if a final Mortgage Loan Group differs materially from the Initial Mortgage Loans in such Mortgage Loan Group. Prior to any such adjustment, the Certificate Insurer shall give written notice Trust as evidenced by an Opinion of Counsel delivered to the Rating AgenciesTrustee by the Depositor at its own expense.
(c) The obligation of the Trust to purchase Subsequent Mortgage Loans on the a Subsequent Transfer Date for inclusion in Group I is subject to the following requirements, among others: (i) the ratings on the Offered Certificates shall not have been downgraded by any Rating Agency; (ii) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the related Subsequent Cut Cut-Off Date; (iiiii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years360 months; (iii) such Subsequent Mortgage Loan will have a Combined Loan-to-Value Ratio of not more than 85% and; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such all of the Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group I (including the Subsequent Mortgage Loans in Group I) Loans, as a whole, (a) will have a weighted average Coupon Rate of at least 9.46% (b) will have a weighted average Combined Loan-to-Value Ratio of not more than 60.9974.00% (c) will have an average current loan balance of not greater than $107,333 and not more than 10% of the Mortgage Loans in for Group I may have and a principal balance greater than $200,000; (d) will satisfy the representations and warranties set forth in Section 3.3 hereof; and (e) have a first due date no later than July 1, 1999.
(d) The obligation of the Trust to purchase Subsequent Mortgage Loans on the Subsequent Transfer Date for inclusion in Group II is subject to the following requirements: (i) such Subsequent Mortgage Loan may not be 30 or more days contractually delinquent as of the Subsequent Cut Off Date; (ii) the remaining term to maturity of such Subsequent Mortgage Loan may not exceed 30 years; (iii) such Subsequent Mortgage Loan will have a Loan to weighted average Loan-to-Value Ratio of not more than 85%; and (iv) the Certificate Insurer shall have given its consent to the inclusion of such Subsequent Mortgage Loan; and, (v) following the purchase of such Subsequent Mortgage Loans by the Trust, the Mortgage Loans in Group II (including the Subsequent Mortgage Loans in 77.50% for Group II): (a) will have a weighted average coupon rate of at least 8.41%; (b) will have a weighted average Loan to Value Ratio of gross margin for Group II that is not more than 66.66%25 basis points less than the weighted average gross margin for Group II as of the Cut-Off Date; and (c) will have an average current loan balance not greater than $142,810 and not no more than 2028.00% in the case of the Group I of such Subsequent Mortgage Loans with Combined Loan-to-Value Ratios and 15.00% in the case of Group II may have a principal balance of such Subsequent Mortgage Loans with Loan-to-Value Ratios in excess of $200,00080%; (d) will satisfy have no more than 57.00% in the representations case of Group I and warranties set forth 56.00% in Section 3.3 hereofthe case of Group II with cash out refinancings; (e) in the case of Group II only, will not be comprised of more than 38.00% in the aggregate of 2/28 Loans and 3/27 Loans; (f) will have weighted average PAG codes of less than 2.250 in the case of the Group I and less than 2.500 in the case of Group II; (g) will include Subsequent Mortgage Loans classified as PAG IV or PAG V comprising not more than 10.00% of Group I and 17.00% of Group II; and (eh) will have a first due date no later not more than July 1, 199910.00% of Group I and 8.00% of Group II that are secured by non-owner occupied properties.
(ed) In connection with each Subsequent Transfer Date and, if applicable, and on the Payment Dates Date occurring in April and May 1999, as applicableJuly 1998, the Trustee shall determine: (i) the amount and correct dispositions of each of the Group I Capitalized Interest Requirement and the Group II Capitalized Interest RequirementRequirements, the Group I Overfunded Interest Amount, the Group II Overfunded Interest AmountAmounts, the Pre-Funding Account Earnings and the Pre-Funded Amount (and the portion of such amounts allocable to Group I and Group II) 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 the Seller Depositor from the Pre-Funding Account or from the Capitalized Interest Account, such Owners or the Seller Depositor shall immediately repay such amounts to the Trustee.. END OF ARTICLE III
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Amresco Residential Securities Corp Mortgage Loan Tr 1998-2)
