Common use of Cooperation of Seller with a Reconstitution Clause in Contracts

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Option) (each a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx Xxxnxxxr"); or (iii) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Sxxxial Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xxaxxxer"); or (iii) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Sxxxial Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xxansfer"); or (iii) one or more third xxxx xxird party purchasers pxxxxxxxrs in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Xxxxx Xoan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization TransactionTransfer, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Sxxxial Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xxansfer"); or (iii) one or more third xxxx xxird party purchasers pxxxxxxxrs in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Xxxxx Xoan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Frxxxxx Mac (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or more oxx xx xore third party purchasers pxxxx xxrchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole ix xxxxexxxon wxxx x Xhole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (ia) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servxxxxx Option) (each each, a "Fannie Mae Transfer"); or (iib) Freddie Mac (the "Freddie Mxx XxxnxxxrMax Xxxxsxxx"); or (iiic) one or more third moxx xxxxd party purchasers purxxxxxxx in one or more Whole Loan Transfers; or (ivd) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute (i) in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole servicer, (ii) ix xxxxection wxxx x Xhole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and (iii) in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrFredxxx Xxc Transfer"); or (iii) one or more xx xxxe third party purchasers parxx xxxxhasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a xx xxxnxxxion xxxx x Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Xxrvicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrMac Trxxxxxx"); or (iii) one or more third party purchasers in txxxx xxrty purchasxxx xx one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Xxxxx Xoan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Sxxxial Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xxaxxxer"); or (iii) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization TransactionTransfer, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller Sellers and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Specixx Xxxvxxxng Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xxansfer"); or (iii) one or more third xxxx xhird party purchasers xxxxxxxers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees Sellers agree to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller Sellers among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) Sellers and any servicer in connxxxxxx xxxh connection with a Whole Loan Transfer, a seller's sellers' warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization TransactionTransfer, an Assignment and Recognition Agreement substantially in the form attached hereto as Exhibit I (each, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution AgreementsAgreement").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Fxxxxxx Mac (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or xxx xx more third party purchasers xxxxx xurchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a xx xxxnxxxion xxxx x Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (ia) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg OptionSpecial Servixxxx Xption) (each each, a "Fannie Mae Transfer"); or (iib) Freddie Mac (the "Freddie Mxx XxxnxxxrMac Xxxxxfxx"); or (iiic) one or more third morx xxxxx party purchasers purcxxxxxx in one or more Whole Loan Transfers; or (ivd) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute (i) in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer servicer, (ii) in connxxxxxx xxxh a Whole xxxxxction wixx x Xxole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and (iii) in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Specixx Xxxvxxxng Option) (each a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xrxxxfer"); or (iii) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller or an Assignment and Recognition Agreement substantially in the form attached hereto as Exhibit I (collectively the agreements referred to herein are as designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Xxecial Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrFreddix Xxx Transfer"); or (iii) one or more ox xxxx third party purchasers xxxxxxsers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole coxxxxxxox xith x Xxxxx Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Sxxxial Servicing Option) (each a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xxansfer"); or (iii) one or more third xxxx xxird party purchasers pxxxxxxxrs in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Xxxxx Xoan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization TransactionTransfer, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller or an Assignment and Recognition Agreement substantially in the form attached hereto as Exhibit I (collectively the agreements referred to herein are as designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (ia) Fannie Mae Xxxxxx Xxx under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Xxxxxx Mae Transfer"); or (iib) Freddie Xxxxxxx Mac (the "Freddie Mxx XxxnxxxrXxxxxxx Mac Transfer"); or (iiic) one or more third party purchasers in one or more Whole Loan Transfers; or (ivd) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae Xxxxxx Xxx or Freddie Xxxxxxx Mac (as the case may be) and any servicer in connxxxxxx xxxh connection with a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties or an Assignment and Recognition Agreement substantially in the form attached hereto as Exhibit J (collectively collectively, the agreements referred to herein are designated, the "Reconstitution Agreements"), together with an opinion of counsel with respect to such Reconstitution Agreements.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Sxxxial Servicing Option) (each a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xxansfer"); or (iii) one or more third xxxx xxird party purchasers pxxxxxxxrs in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Xxxxx Xoan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization TransactionTransfer, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Xpecial Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac Freddix Xxx (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or more xx xxxx third party purchasers partx xxxxxasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole xxxxxxtxxx witx x Xxxle Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i1) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Xxxxxxl Xxrvicing Option) (each a "Fannie Mae Transfer"); or (ii2) Freddie Mac (the "Freddie Mxx XxxnxxxrFredxxx Xxc Xxansfer"); or (iii3) one or more third party purchasers in one or more Whole Loan Transfers; or (iv4) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program Xxoxxxm (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac Frexxxx Xac (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or xxx xx more third party purchasers xxxxx xurchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh servicex xx xoxxxctiox xxxx a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Xxxddie Mac (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or xxx xr more third party thirx xxxxx purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a xx xxxnxxxion xxxx x Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae Xxxxxx Xxx under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each a "Fannie Xxxxxx Mae Transfer"); or (ii) Freddie Xxxxxxx Mac (the "Freddie Mxx XxxnxxxrXxxxxxx Mac Transfer"); or (iii) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae Xxxxxx Xxx or Freddie Xxxxxxx Mac (as the case may be) and any servicer in connxxxxxx xxxh connection with a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization TransactionTransfer, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties or an Assignment and Recognition Agreement substantially in the form attached hereto as Exhibit I (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect to such Reconstitution Agreements.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xxaxxxer"); or (iii) one or more third xxxx xxird party purchasers pxxxxxxxrs in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh with a Whole Loan Xxxxx Xoan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller Sellers and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae Xxxxxx Xxx under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Xxxxxx Mae Transfer"); or (ii) Freddie Xxxxxxx Mac (the "Freddie Mxx XxxnxxxrXxxxxxx Mac Transfer"); or (iii) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees Sellers agree to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller Sellers among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) Sellers and any servicer in connxxxxxx xxxh connection with a Whole Loan Transfer, a seller's sellers' warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, an Assignment and Recognition Agreement substantially in the form attached hereto as Exhibit I (each, a pooling and servicing agreement "Reconstitution Agreement"). Notwithstanding anything contained in form and substance reasonably acceptable this Agreement to the contrary, under no circumstances and in no event shall either Seller (collectively be required to service any Mortgage Loans subject to a Securitization Transaction on or after the agreements referred to herein are designated, the "applicable Reconstitution Agreements")Date.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Frxxxxx Mac (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or more oxx xx xore third party purchasers pxxxx xxrchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole ix xxxxexxxon wxxx x Xhole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac Fredxxx Xxc (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or more xx xxxe third party purchasers parxx xxxxhasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole xxxxxxtxxx witx x Xxxle Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i1) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Specxxx Xxrxxxing Option) (each a "Fannie Mae Transfer"); or (ii2) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xrxxxfer"); or (iii3) one or more third party purchasers in one or more Whole Loan Transfers; or (iv4) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae Xxxxxx Xxx under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each a "Fannie Xxxxxx Mae Transfer"); or (ii) Freddie Xxxxxxx Mac (the "Freddie Mxx XxxnxxxrXxxxxxx Mac Transfer"); or (iii) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae Xxxxxx Xxx or Freddie Xxxxxxx Mac (as the case may be) and any servicer in connxxxxxx xxxh connection with a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization TransactionTransfer, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller or an Assignment and Recognition Agreement substantially in the form attached hereto as Exhibit I (collectively the agreements referred to herein are as designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Xpxxxal Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxxnsfer"); or (iii) one or more third mxxx xxxrd party purchasers puxxxxxxxs in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh connexxxxx wxxx a Whole Loan Wxxxx Xxan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization TransactionTransfer, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrFredxxx Xxc Transfer"); or (iii) one or more xx xxxe third party purchasers parxx xxxxhasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole ix xxxxexxxon wxxx x Xhole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrMax Xxxxsfer"); or (iii) one or more third moxx xxxxd party purchasers purxxxxxxx in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole xxxxxxtxxx witx x Xxxle Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program Xxxgxxx (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac Fredxxx Xxc (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or more oxx xx xore third party purchasers pxxxx xxrchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a xx xxnxxxtion xxxx x Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Xxxxxxe Mac (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or xxx xx more third party xxxxx purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a xx xxnxxxtion xxxx x Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx Xxxnxxxr"); or (iii) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties or an Assignment and Recognition Agreement substantially in the form attached hereto as Exhibit I (collectively collectively, the agreements referred to herein are as designated, the "Reconstitution Agreements")., together with an opinion of counsel with respect to such Reconstitution Agreements..

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Prxxxxx ox XBS Program (Speciax Xxxxixxxg Special Servicing Option) (each a "Fannie Mae Transfer"); or (iixx) Freddie Mac (the "Freddie Mxx XxxnxxxrMac Transfex"); orxx (iiixxx) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees to execute (i) in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller Purchaser among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may becasx xxx bx) and any servicer xxx xxxvicer, (ii) in connxxxxxx xxxh connection with a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the SellerPurchaser, and (iii) in connection with a Securitization TransactionTransfer, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller Purchaser (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrFredxxx Xxc Transfer"); or (iii) one or more xx xxxe third party purchasers parxx xxxxhasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a xx xxxnxxxion xxxx x Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or Pxxxxxx xx MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (iixx) Freddie Mac (the "Freddie Mxx XxxnxxxrMac Transfxx"); orxr (iiixxi) one or more third party purchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may becaxx xxx xx) and any servicer xxx xxrvicer in connxxxxxx xxxh connection with a Whole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Specxxx Xxrxxxing Option) (each a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xransfer"); or (iii) one or more ox xxxx third party purchasers xxxxxxsers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole coxxxxxxox xith x Xxxxx Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller or an Assignment and Recognition Agreement substantially in the form attached hereto as Exhibit I (collectively the agreements referred to herein are as designated, the "Reconstitution Agreements").

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Special Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac Frexxxx Xac (the "Freddie Mxx XxxnxxxrMac Transfer"); or (iii) one or more onx xx xxre third party purchasers paxxx xxxchasers in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization Transactions. The Seller agrees to execute in connection with any Agency Transfer, any and all reasonably acceptable pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole xxxxxcxxxn wixx x Xxole Loan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement agreement, each in form and substance reasonably acceptable to the Sellerparties, and in connection with a Securitization Transaction, a pooling and servicing agreement in form and substance reasonably acceptable to the Seller parties (collectively collectively, the agreements referred to herein are designated, designated the "Reconstitution Agreements"), together with an opinion of counsel with respect thereto.

Cooperation of Seller with a Reconstitution. The Seller and the Purchaser agree that with respect to some or all of the Mortgage Loans, after the related each Closing Date, on one or more dates (each each, a "Reconstitution Date") at the Purchaser's sole option, the Purchaser may effect a sale (each each, a "Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to: (i) Fannie Mae under its Cash Purchase Program or MBS Program (Speciax Xxxxixxxg Sxxxial Servicing Option) (each each, a "Fannie Mae Transfer"); or (ii) Freddie Mac (the "Freddie Mxx XxxnxxxrXxx Xxansfer"); or (iii) one or more third xxxx xxird party purchasers pxxxxxxxrs in one or more Whole Loan Transfers; or (iv) one or more trusts or other entities to be formed as part of one or more Securitization TransactionsTransfers. The Seller agrees to execute in connection with any Agency Transfer, any and all pool purchase contracts, and/or agreements reasonably acceptable to the Seller among the Purchaser, the Seller, Fannie Mae or Freddie Mac (as the case may be) and any servicer in connxxxxxx xxxh a Whole Loan Xxxxx Xoan Transfer, a seller's warranties and servicing agreement or a participation and servicing agreement in form and substance reasonably acceptable to the Seller, and in connection with a Securitization TransactionTransfer, a pooling and servicing agreement one or more agreements in form and substance reasonably acceptable to which the Seller restates or makes representations, warranties and covenants in accordance with the Seller's obligations set forth in this Section 13 (collectively the agreements referred to herein are designated, the "Reconstitution Agreements").