Common use of Custody of Documents Clause in Contracts

Custody of Documents. (a) All Documents are held solely and exclusively for Xxxxxx Xxx. Subject only to that limitation. Custodian shall make disposition of Documents solely in accordance with instructions furnished by Xxxxxx Mae in the Guides, the Requirements, or otherwise by notice from Xxxxxx Xxx. Further: [1] Custodian specifically acknowledges that Xxxxxx Xxx has the right to require Custodian to release all Documents, or any portion thereof, pursuant to Xxxxxx Mae’s instructions, without payment to Custodian of any fee or charge, or other thing of value. [2] Unless otherwise instructed by Xxxxxx Xxx, Custodian may release Documents that are related to Mortgage Loans that have been removed from the Schedule of Mortgages before Custodian delivers its Certification. Release in such cases shall be to the party that Custodian determines to be entitled to the Documents. [3] If a Mortgage Loan became an MBS trust asset and title to such Mortgage Loan thereafter is transferred to Lender, then Custodian may release the Documents that are related to that Mortgage Loan, provided that Xxxxxx Mae as Trustee (or Xxxxxx Mae’s successor as Trustee, if any) notifies Custodian that such Mortgage Loan is no longer an MBS trust asset. (b) Custodian shall: [1] maintain continuous custody of all Documents, and in a manner that identifies such Documents as being held on behalf of Xxxxxx Mae and distinguishes them from documents held for itself or other parties. [2] hold all such Documents in secure and fire resistant facilities in accordance with Xxxxxx Mae’s requirements for such custody, and [3] at any reasonable time, make all such Documents, or any portion thereof, available to representatives of Fannie Mac for examination, without payment to Custodian of any fee or charge, or other thing of value. (c) If Documents exist in electronic form, Custodian shall hold such Documents in secure facilities and with appropriate back-up to guard against loss due to physical damage, power failure, or physical or electronic contamination, and shall maintain equipment or systems with capability to read, store, copy, reproduce or otherwise access such Documents. In addition, Custodian hereby grants Xxxxxx Xxx (in any of its capacities) or any other party authorized under the applicable MBS Trust Document (in the capacity provided for by such MBS Trust Document), a license to use Custodian’s technology to access any such Documents on Custodian’s systems as such licensee, in its sole discretion, determines is necessary or convenient in connection with its capacity. (d) Section 6(a) notwithstanding, Custodian shall release any of the Documents to Lender from time to time, as required to service the related Mortgage Loans, and as permitted by the Guides and/or Requirements, unless instructed to the contrary by Xxxxxx Mae. Any such release to Lender requires a request on a form accepted or designated by Xxxxxx Xxx, from a person duly authorized to make such request. Custodian shall retain such records as Xxxxxx Mae may require concerning such releases.

Appears in 1 contract

Samples: Master Custodial Agreement (HomeStreet, Inc.)

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Custody of Documents. (a) All Documents are held solely To assure uniform quality in servicing the Receivables, to reduce administrative costs and exclusively to perfect the security interest conveyed by the Seller to the Trustee and the Trust pursuant to this Agreement in the Trust Property, the Trustee, upon the execution and delivery of this Agreement, is hereby irrevocably appointed as Custodian of the following documents or instruments, which shall be delivered to the Custodian with respect to each Receivable within 10 days after the Closing Date or applicable Funding Date: (i) The original of the Receivable and any amendments thereto; (ii) The original certificate of title or, if the applicable state title registration agency does not issue certificates of title to lienholders, such other document under applicable state laws evidencing the security interest of Aegis Finance in the Financed Vehicle, or a guarantee of title or a copy of an application for Xxxxxx Xxxtitle if a certificate of title or other document evidencing the security interest in the Financed Vehicle has not yet been issued; and (iii) Such other documents as may be in existence evidencing the security interest of Aegis Finance in the Financed Vehicle; provided, however, that the Trustee has no obligation to determine the existence or necessity for such other documents. Subject only Items (a)(i), (ii) and (iii) shall be referred to that limitation. collectively as the "Custodian Files." The Custodian shall make disposition review the Custodian Files (A) within 30 days after the Closing Date (or 30 days after the end of Documents solely the Funding Period, if applicable) to verify that all guarantees of title and all applications for title have been replaced by either an original certificate of title or other documents delivered by a state title registration agency evidencing the security interest of Aegis Finance in the Financed Vehicle, and (B) within 30 days after the Closing Date and each Funding Date, whichever is applicable with respect to each Receivable, to verify that an original installment sale contract is present for each Receivable and that each Receivable is covered by an endorsement to the Risk Default Policy confirming insurance thereunder. The Custodian shall immediately deliver written notice by certified mail to the Seller and Aegis Finance if any such document is missing or has not been delivered to the Custodian. With respect to Receivables for which the original certificates of title or other documents evidencing the security interest of Aegis Finance in the Financed Vehicle have not been delivered within 30 days after the Closing Date (or within 30 days after the end of the Funding Period if applicable), the Custodian shall review the related Custodian Files every thirty days thereafter to determine whether or not such documents have been delivered, and shall promptly notify the Seller in writing, on a monthly basis, of any such documents which have not been delivered as of the date of such notice. The Custodian shall deliver written notice to the Certificateholders if any original certificate of title or other document evidencing the security interest of Aegis Finance in the Finance Vehicle has not been delivered to the Custodian within 120 days after the Closing Date (or within 120 days after the end of the Funding Period if applicable). Such notice shall confirm whether or not a guaranty of title or an application for title has been delivered to the Custodian with respect to the related Receivable. With respect to Receivables for which the original retail installment sale contract has not been delivered to the Custodian in accordance with instructions furnished by Xxxxxx Mae this Section 3.03(a), the Seller shall cause Aegis Finance to deliver the missing documents within seven (7) Business Days of receipt of such notice or repurchase such Receivables pursuant to Section 3.02 hereof. With respect to Receivables for which original certificates of title or other documents evidencing the security interest of Aegis Finance in the GuidesFinanced of the Vehicle have not been delivered to the Custodian within 120 days after the Closing Date (or within 120 after the Funding Period if applicable), the RequirementsSeller shall cause Aegis Finance to deliver such within 120 days thereafter (i.e., within 240 days after the Closing Date or otherwise by notice from Xxxxxx Xxx. Further: [1] Custodian specifically acknowledges that Xxxxxx Xxx has the right to require Custodian to release all Documentsend of the Funding Period, as applicable) or any portion thereof, repurchase the Receivables pursuant to Xxxxxx Mae’s instructionsSection 3.02 hereof. Other than the reviews set forth in this paragraph, without payment the Custodian shall have no duty or obligation to review any of the Custodian of any fee or charge, or other thing of value. [2] Unless otherwise instructed by Xxxxxx Xxx, Custodian may release Documents that are related to Mortgage Loans that have been removed from the Schedule of Mortgages before Custodian delivers its Certification. Release in such cases shall be to the party that Custodian determines to be entitled to the Documents. [3] If a Mortgage Loan became an MBS trust asset and title to such Mortgage Loan thereafter is transferred to Lender, then Custodian may release the Documents that are related to that Mortgage Loan, provided that Xxxxxx Mae as Trustee (or Xxxxxx Mae’s successor as Trustee, if any) notifies Custodian that such Mortgage Loan is no longer an MBS trust assetFiles. (b) Custodian shall: [1] maintain continuous The Seller shall deliver to the Servicer for custody pursuant to the Servicing Agreement the documents and instruments described in Paragraph III.B.3. of all Documentsthe Servicing Agreement (collectively, and in a manner that identifies such Documents as being held on behalf of Xxxxxx Mae and distinguishes them from documents held for itself or other parties. [2] hold all such Documents in secure and fire resistant facilities in accordance with Xxxxxx Mae’s requirements for such custody, and [3] at any reasonable time, make all such Documents, or any portion thereof, available to representatives of Fannie Mac for examination, without payment to Custodian of any fee or charge, or other thing of valuethe "Servicer Files"). (c) If Documents exist The Custodian agrees to maintain the Custodian Files at the offices of the Custodian as shall from time to time be identified to the Trustee by written notice. Subject to the foregoing, the Trustee may temporarily move individual Custodian Files or any portion thereof without notice as necessary to conduct collection and other servicing activities in electronic form, accordance with its customary practices and procedures. The Custodian shall have and perform the following powers and duties: (i) hold the Custodian Files for the benefit of all present and future Certificateholders, maintain accurate records pertaining to each Receivable to enable it to comply with the terms and conditions of this Agreement and maintain a current inventory thereof; (ii) carry out such Documents policies and procedures in secure facilities accordance with its customary actions with respect to the handling and with appropriate back-up custody of the Custodian Files so that the integrity and physical possession of the Custodian Files will be maintained; and (iii) promptly release the original certificate of title to guard against loss due to physical damagethe Servicer upon receipt of a written request for release of documents certified by an officer of the Servicer, power failure, or physical or electronic contamination, and shall maintain equipment or systems with capability to read, store, copy, reproduce or otherwise access such Documents. In addition, Custodian hereby grants Xxxxxx Xxx (in any of its capacities) or any other party authorized under the applicable MBS Trust Document (substantially in the capacity provided for by such MBS Trust Document)form of Schedule C to the Servicing Agreement, a license with respect to use Custodian’s technology to access any such Documents on Custodian’s systems as such licensee, in its sole discretion, determines is necessary or convenient in connection with its capacitythe matters therein. (d) Section 6(a) notwithstandingExcept with respect to the 1997-1 Trust, within 30 days of the Closing Date (or the applicable Funding Date, if any), the Custodian shall release any of stamp the Documents Receivables to Lender from time to time, as required to service the related Mortgage Loans, and as permitted by the Guides and/or Requirements, unless instructed indicate their sale to the contrary by Xxxxxx MaeSeller and their subsequent transfer and assignment to the Trust. Any such release The Seller shall provide to Lender requires a request on a form accepted the Custodian the applicable stamp at or designated by Xxxxxx Xxx, from a person duly authorized prior to make such request. the time the Custodian shall retain such records as Xxxxxx Mae may require concerning such releasesFiles are delivered to the Custodian.

Appears in 1 contract

Samples: Master Trust Agreement (Aegis Consumer Funding Group Inc)

Custody of Documents. (a) All Documents are held solely To assure uniform quality in servicing the Receivables, to reduce administrative costs and exclusively to perfect the security interest conveyed by the Seller to the Trustee and the Trust pursuant to this Agreement in the Trust Property, the Trustee, upon the execution and delivery of this Agreement, is hereby irrevocably appointed as Custodian of the following documents or instruments, which shall be delivered to the Custodian with respect to each Receivable within 10 days after the Closing Date or applicable Funding Date: (i) The original of the Receivable and any amendments thereto; (ii) The original certificate of title or, if the applicable state title registration agency does not issue certificates of title to lienholders, such other document under applicable state laws evidencing the security interest of Aegis Finance in the Financed Vehicle, or a guarantee of title or a copy of an application for Xxxxxx Xxxtitle if a certificate of title or other document evidencing the security interest in the Financed Vehicle has not yet been issued; and (iii) Such other documents as may be in existence evidencing the security interest of Aegis Finance in the Financed Vehicle; provided, however, that the Trustee has no obligation to determine the existence or necessity for such other documents. Subject only Items (a)(i), (ii) and (iii) shall be referred to that limitation. collectively as the "Custodian Files." The Custodian shall make disposition review the Custodian Files (A) within 30 days after the Closing Date (or 30 days after the end of Documents solely the Funding Period, if applicable) to verify that all guarantees of title and all applications for title have been replaced by either an original certificate of title or other documents delivered by a state title registration agency evidencing the security interest of Aegis Finance in the Financed Vehicle, and (B) within 30 days after the Closing Date and each Funding Date, whichever is applicable with respect to each Receivable, to verify that an original installment sale contract is present for each Receivable and that each Receivable is covered by an endorsement to the Risk Default Policy confirming insurance thereunder. The Custodian shall immediately deliver written notice by certified mail to the Seller and Aegis Finance if any such document is missing or has not been delivered to the Custodian. With respect to Receivables for which the original certificates of title or other documents evidencing the security interest of Aegis Finance in the Financed Vehicle have not been delivered within 30 days after the Closing Date (or within 30 days after the end of the Funding Period if applicable), the Custodian shall review the related Custodian Files every thirty days thereafter to determine whether or not such documents have been delivered, and shall promptly notify the Seller in writing, on a monthly basis, of any such documents which have not been delivered as of the date of such notice. The Custodian shall deliver written notice to the Certificateholders if any original certificate of title or other document evidencing the security interest of Aegis Finance in the Finance Vehicle has not been delivered to the Custodian within 120 days after the Closing Date (or within 120 days after the end of the Funding Period if applicable). Such notice shall confirm whether or not a guaranty of title or an application for title has been delivered to the Custodian with respect to the related Receivable. With respect to Receivables for which the original retail installment sale contract has not been delivered to the Custodian in accordance with instructions furnished by Xxxxxx Mae this Section 3.03(a), the Seller shall cause Aegis Finance to deliver the missing documents within seven (7) Business Days of receipt of such notice or repurchase such Receivables pursuant to Section 3.02 hereof. With respect to Receivables for which original certificates of title or other documents evidencing the security interest of Aegis Finance in the GuidesFinanced of the Vehicle have not been delivered to the Custodian within 120 days after the Closing Date (or within 120 after the Funding Period if applicable), the RequirementsSeller shall cause Aegis Finance to deliver such within 120 days thereafter (i.e., within 240 days after the Closing Date or otherwise by notice from Xxxxxx Xxx. Further: [1] Custodian specifically acknowledges that Xxxxxx Xxx has the right to require Custodian to release all Documentsend of the Funding Period, as applicable) or any portion thereof, repurchase the Receivables pursuant to Xxxxxx Mae’s instructionsSection 3.02 hereof. Other than the reviews set forth in this paragraph, without payment the Custodian shall have no duty or obligation to review any of the Custodian of any fee or charge, or other thing of value. [2] Unless otherwise instructed by Xxxxxx Xxx, Custodian may release Documents that are related to Mortgage Loans that have been removed from the Schedule of Mortgages before Custodian delivers its Certification. Release in such cases shall be to the party that Custodian determines to be entitled to the Documents. [3] If a Mortgage Loan became an MBS trust asset and title to such Mortgage Loan thereafter is transferred to Lender, then Custodian may release the Documents that are related to that Mortgage Loan, provided that Xxxxxx Mae as Trustee (or Xxxxxx Mae’s successor as Trustee, if any) notifies Custodian that such Mortgage Loan is no longer an MBS trust assetFiles. (b) Custodian shall: [1] maintain continuous The Seller shall deliver to the Servicer for custody pursuant to the Servicing Agreement the documents and instruments described in Paragraph III.B.3. of all Documentsthe Servicing Agreement (collectively, and in a manner that identifies such Documents as being held on behalf of Xxxxxx Mae and distinguishes them from documents held for itself or other parties. [2] hold all such Documents in secure and fire resistant facilities in accordance with Xxxxxx Mae’s requirements for such custody, and [3] at any reasonable time, make all such Documents, or any portion thereof, available to representatives of Fannie Mac for examination, without payment to Custodian of any fee or charge, or other thing of valuethe "Servicer Files"). (c) If Documents exist in electronic form, The Custodian shall hold such Documents in secure facilities and with appropriate back-up agrees to guard against loss due to physical damage, power failure, or physical or electronic contamination, and shall maintain equipment or systems with capability to read, store, copy, reproduce or otherwise access such Documents. In addition, the Custodian hereby grants Xxxxxx Xxx (in any of its capacities) or any other party authorized under Files at the applicable MBS Trust Document (in the capacity provided for by such MBS Trust Document), a license to use Custodian’s technology to access any such Documents on Custodian’s systems as such licensee, in its sole discretion, determines is necessary or convenient in connection with its capacity. (d) Section 6(a) notwithstanding, Custodian shall release any offices of the Documents to Lender Custodian as shall from time to time, as required to service the related Mortgage Loans, and as permitted by the Guides and/or Requirements, unless instructed time be identified to the contrary Trustee by Xxxxxx Maewritten notice. Any such release Subject to Lender requires a request on a form accepted the foregoing, the Trustee may temporarily move individual Custodian Files or designated by Xxxxxx Xxx, from a person duly authorized any portion thereof without notice as necessary to make such requestconduct collection and other servicing activities in accordance with its customary practices and procedures. The Custodian shall retain have and perform the following powers and duties: (i) hold the Custodian Files for the benefit of all present and future Certificateholders, maintain accurate records pertaining to each Receivable to enable it to comply with the terms and conditions of this Agreement and maintain a current inventory thereof; (ii) carry out such records as Xxxxxx Mae may require concerning such releasespolicies and procedures in accordance with its customary actions with respect to the handling and custody of the Custodian Files so that the integrity and physical possession of the Custodian Files will be maintained; and (iii) promptly release the original certificate of title to the Servicer upon receipt of a written request for release of documents certified by an officer of the Servicer, substantially in the form of Schedule C to the Servicing Agreement, with respect to the matters therein.

Appears in 1 contract

Samples: Master Trust Agreement (Aegis Consumer Funding Group Inc)

Custody of Documents. (a) All Documents To assure uniform quality in servicing the Receivables, to reduce administrative costs and to perfect the security interest conveyed by the Seller to the Trustee and the Trust pursuant to this Agreement in the Trust Property, the Trustee, upon the execution and delivery of this Agreement, is hereby irrevocably appointed as Custodian of the following documents or instruments, which are held solely hereby delivered to the Custodian or the Temporary Agent with respect to each Receivable: (i) The original of the Receivable and exclusively any amendments thereto; (ii) The original certificate of title or, if the applicable state title registration agency does not issue certificates of title to lienholders, such other document under applicable state laws evidencing the security interest of Aegis Finance in the Financed Vehicle, or a guarantee of title or a copy of an application for Xxxxxx Xxxtitle if a certificate of title or other document evidencing the security interest in the Financed Vehicle has not yet been issued; (iii) The original Risk Default Insurance Policy and a copy of the VSI Insurance Policy (including all endorsements thereto), including endorsements confirming insurance thereunder (as reflected on master lists of insured Receivables annexed to such endorsements) regarding each Receivable covered thereby and, with respect to the VSI Insurance Policy, an endorsement naming the Trustee as an additional insured thereunder; (iv) Such other documents as may be in existence evidencing the security interest of Aegis Finance in the Financed Vehicle; provided, however, that the Trustee has no obligation to determine the existence or necessity for such other documents. Subject only Each document identified in paragraphs (i) through (iv) above and delivered to that limitationthe Temporary Agent shall be delivered to the Custodian no later than October 15, 1996. The following documents shall be delivered to the Custodian within 30 days of the Closing Date: (v) File-stamped copies of the UCC-1 financing statements filed pursuant to this Agreement. Items (a)(i), (ii), (iii) and (iv) shall be referred to collectively as the "Custodian Files." The Custodian shall make disposition review the Custodian Files (A) within 30 days after the Closing Date to verify that all guarantees of Documents solely title and all applications for title have been replaced by either an original certificate of title or other documents delivered by a state title registration agency evidencing the security interest of Aegis Finance in the Financed Vehicle, and (B) within 30 days after the Closing Date to verify that an original installment sale contract is present for each Receivable and that each Receivable is covered by an endorsement to the Risk Default Policy confirming insurance thereunder. The Custodian shall immediately deliver written notice by certified mail to the Seller and Aegis Finance if any such document is missing or has not been delivered to the Custodian. With respect to Receivables for which the original certificates of title or other documents evidencing the security interest of Aegis Finance in the Financed Vehicle have not been delivered within 30 days after the Closing Date, the Custodian shall review the related Custodian Files every thirty days thereafter to determine whether or not such documents have been delivered, and shall promptly notify the Seller, on a monthly basis, if any such documents have not been delivered as of the date of such notice. The Custodian shall deliver written notice to each Rating Agency and the Certificateholders if any original certificate of title or other document evidencing the security interest of Aegis Finance in the Finance Vehicle has not been delivered to the Custodian within 150 days after the Closing Date. Such notice shall confirm whether or not a guaranty of title or an application for title has been delivered to the Custodian with respect to the related Receivable. With respect to Receivables for which the original retail installment sale contract has not been delivered to the Custodian in accordance with instructions furnished by Xxxxxx Mae this Section 3.03(a), the Seller shall cause Aegis Finance to deliver the missing documents within seven (7) Business Days of receipt of such notice or repurchase such Receivables pursuant to Section 3.02 hereof. With respect to Receivables for which original certificates of title or other documents evidencing the security interest of Aegis Finance in the GuidesFinanced Vehicle have not been delivered to the Custodian within 150 days of the Closing Date, the RequirementsSeller shall cause Aegis Finance to deliver such within such period of time as determined by the Majority Certificateholders (or, if the Certificates have been rated, by each Rating Agency) (after receipt of notice as described in the preceding paragraph) or otherwise by notice from Xxxxxx Xxx. Further: [1] Custodian specifically acknowledges that Xxxxxx Xxx has repurchase the right to require Custodian to release all Documents, or any portion thereof, Receivables pursuant to Xxxxxx Mae’s instructionsSection 3.02 hereof. Other than the reviews set forth in this paragraph, without payment the Custodian shall have no duty or obligation to review any of the Custodian of any fee or charge, or other thing of value. [2] Unless otherwise instructed by Xxxxxx Xxx, Custodian may release Documents that are related to Mortgage Loans that have been removed from the Schedule of Mortgages before Custodian delivers its Certification. Release in such cases shall be to the party that Custodian determines to be entitled to the Documents. [3] If a Mortgage Loan became an MBS trust asset and title to such Mortgage Loan thereafter is transferred to Lender, then Custodian may release the Documents that are related to that Mortgage Loan, provided that Xxxxxx Mae as Trustee (or Xxxxxx Mae’s successor as Trustee, if any) notifies Custodian that such Mortgage Loan is no longer an MBS trust assetFiles. (b) Custodian shall: [1] maintain continuous The Seller shall deliver to the Servicer for custody pursuant to the Servicing Agreement the documents and instruments described in Paragraph III.B.3. of all Documentsthe Servicing Agreement (collectively, and in a manner that identifies such Documents as being held on behalf of Xxxxxx Mae and distinguishes them from documents held for itself or other parties. [2] hold all such Documents in secure and fire resistant facilities in accordance with Xxxxxx Mae’s requirements for such custody, and [3] at any reasonable time, make all such Documents, or any portion thereof, available to representatives of Fannie Mac for examination, without payment to Custodian of any fee or charge, or other thing of valuethe "Servicer Files"). (c) If Documents exist The Custodian agrees to maintain the Custodian Files at the offices of the Custodian as shall from time to time be identified to the Trustee by written notice. Subject to the foregoing, the Trustee may temporarily move individual Custodian Files or any portion thereof without notice as necessary to conduct collection and other servicing activities in electronic form, accordance with its customary practices and procedures. The Custodian shall have and perform the following powers and duties: (i) hold the Custodian Files for the benefit of all present and future Certificateholders, maintain accurate records pertaining to each Receivable to enable it to comply with the terms and conditions of this Agreement and maintain a current inventory thereof; (ii) carry out such Documents policies and procedures in secure facilities accordance with its customary actions with respect to the handling and with appropriate back-up custody of the Custodian Files so that the integrity and physical possession of the Custodian Files will be maintained; and (iii) promptly release the original certificate of title to guard against loss due to physical damagethe Servicer upon receipt of a written request for release of documents certified by an officer of the Servicer, power failure, or physical or electronic contamination, and shall maintain equipment or systems with capability to read, store, copy, reproduce or otherwise access such Documents. In addition, Custodian hereby grants Xxxxxx Xxx (in any of its capacities) or any other party authorized under the applicable MBS Trust Document (substantially in the capacity provided for by such MBS Trust Document)form of Schedule C to the Servicing Agreement, a license with respect to use Custodian’s technology to access any such Documents on Custodian’s systems as such licensee, in its sole discretion, determines is necessary or convenient in connection with its capacitythe matters therein. (d) Section 6(a) notwithstanding, Custodian shall release any of the Documents to Lender from time to time, as required to service the related Mortgage Loans, and as permitted by the Guides and/or Requirements, unless instructed Notwithstanding anything to the contrary by Xxxxxx Mae. Any herein, the Custodian is authorized and directed to appoint American Lenders Facilities Inc. ("ALFI") as its agent (the "Temporary Agent") to accept delivery of and temporarily maintain custody of the Custodian Files and to perform such release other duties of the Custodian hereunder as are specified in the instrument or agreement appointing such agent, a copy of which shall be annexed hereto as Exhibit N. Delivery of documents to Lender requires a request on a form accepted or the Temporary Agent at the address designated by Xxxxxx Xxx, from a person duly authorized the Temporary Agent in writing shall be deemed to make such request. be delivery to the Custodian shall retain such records as Xxxxxx Mae may require concerning such releasesat the Corporate Trust Office for all purposes of this Agreement.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Aegis Consumer Funding Group Inc)

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Custody of Documents. (a) All Documents To assure uniform quality in servicing the Receivables, to reduce administrative costs and to perfect the security interest conveyed by the Seller to the Trustee and the Trust pursuant to this Agreement in the Trust Property, the Trustee, upon the execution and delivery of this Agreement, is hereby irrevocably appointed as Custodian of the following documents or instruments, which are held solely hereby delivered to the Custodian with respect to each Initial Receivable and exclusively shall be delivered to the Custodian with respect to each Additional Receivable on the applicable Funding Date: (i) The original of the Receivable and any amendments thereto; (ii) The original certificate of title or, if the applicable state title registration agency does not issue certificates of title to lienholders, such other document under applicable state laws evidencing the security interest of Aegis Finance in the Financed Vehicle, or a guarantee of title or a copy of an application for Xxxxxx Xxxtitle if a certificate of title or other document evidencing the security interest in the Financed Vehicle has not yet been issued; (iii) The original Risk Default Insurance Policy and a copy of the VSI Insurance Policy (including all endorsements thereto), including endorsements confirming insurance thereunder (as reflected on master lists of insured Receivables annexed to such endorsements) regarding each Receivable covered thereby and, with respect to the VSI Insurance Policy, an endorsement naming the Trustee as an additional insured thereunder; (iv) Such other documents as may be in existence evidencing the security interest of Aegis Finance in the Financed Vehicle; provided, however, that the Trustee has no obligation to determine the existence or necessity for such other documents. Subject only The following documents shall be delivered to that limitationthe Custodian within 30 days of the Closing Date: (v) File-stamped copies of the UCC-1 financing statements filed pursuant to this Agreement. Items (a)(i), (ii), (iii) and (iv) shall be referred to collectively as the "Custodian Files." The Custodian shall make disposition review the Custodian Files (A) within 30 days after the end of Documents solely the Funding Period to verify that all guarantees of title and all applications for title have been replaced by either an original certificate of title or other documents delivered by a state title registration agency evidencing the security interest of Aegis Finance in the Financed Vehicle, and (B) within 30 days after the Closing Date and each Funding Date, whichever is applicable with respect to each Receivable, to verify that an original installment sale contract is present for each Receivable and that each Receivable is covered by an endorsement to the Risk Default Policy confirming insurance thereunder. The Custodian shall immediately deliver written notice by certified mail to the Seller and Aegis Finance if any such document is missing or has not been delivered to the Custodian. With respect to Receivables for which the original certificates of title or other documents evidencing the security interest of Aegis Finance in the Financed Vehicle have not been delivered within 30 days after the end of the Funding Period, the Custodian shall review the related Custodian Files every thirty days thereafter to determine whether or not such documents have been delivered, and shall promptly notify the Seller, on a monthly basis, if any such documents have not been delivered as of the date of such notice. The Custodian shall deliver written notice to each Rating Agency and the Certificateholders if any original certificate of title or other document evidencing the security interest of Aegis Finance in the Finance Vehicle has not been delivered to the Custodian within 120 days after the end of the Funding Period. Such notice shall confirm whether or not a guaranty of title or an application for title has been delivered to the Custodian with respect to the related Receivable. With respect to Receivables for which the original retail installment sale contract has not been delivered to the Custodian in accordance with instructions furnished by Xxxxxx Mae this Section 3.03(a), the Seller shall cause Aegis Finance to deliver the missing documents within seven (7) Business Days of receipt of such notice or repurchase such Receivables pursuant to Section 3.02 hereof. With respect to Receivables for which original certificates of title or other documents evidencing the security interest of Aegis Finance in the GuidesFinanced Vehicle have not been delivered to the Custodian within 120 days of the end of the Funding Period, the Requirements, Seller shall cause Aegis Finance to deliver such within such period of time as determined by the Rating Agencies (after receipt of notice as described in the preceding paragraph) or otherwise by notice from Xxxxxx Xxx. Further: [1] Custodian specifically acknowledges that Xxxxxx Xxx has repurchase the right to require Custodian to release all Documents, or any portion thereof, Receivables pursuant to Xxxxxx Mae’s instructionsSection 3.02 hereof. Other than the reviews set forth in this paragraph, without payment the Custodian shall have no duty or obligation to review any of the Custodian of any fee or charge, or other thing of value. [2] Unless otherwise instructed by Xxxxxx Xxx, Custodian may release Documents that are related to Mortgage Loans that have been removed from the Schedule of Mortgages before Custodian delivers its Certification. Release in such cases shall be to the party that Custodian determines to be entitled to the Documents. [3] If a Mortgage Loan became an MBS trust asset and title to such Mortgage Loan thereafter is transferred to Lender, then Custodian may release the Documents that are related to that Mortgage Loan, provided that Xxxxxx Mae as Trustee (or Xxxxxx Mae’s successor as Trustee, if any) notifies Custodian that such Mortgage Loan is no longer an MBS trust assetFiles. (b) Custodian shall: [1] maintain continuous The Seller shall deliver to the Servicer for custody pursuant to the Servicing Agreement the documents and instruments described in Paragraph III.B.3. of all Documentsthe Servicing Agreement (collectively, and in a manner that identifies such Documents as being held on behalf of Xxxxxx Mae and distinguishes them from documents held for itself or other parties. [2] hold all such Documents in secure and fire resistant facilities in accordance with Xxxxxx Mae’s requirements for such custody, and [3] at any reasonable time, make all such Documents, or any portion thereof, available to representatives of Fannie Mac for examination, without payment to Custodian of any fee or charge, or other thing of valuethe "Servicer Files"). (c) If Documents exist in electronic form, The Custodian shall hold such Documents in secure facilities and with appropriate back-up agrees to guard against loss due to physical damage, power failure, or physical or electronic contamination, and shall maintain equipment or systems with capability to read, store, copy, reproduce or otherwise access such Documents. In addition, the Custodian hereby grants Xxxxxx Xxx (in any of its capacities) or any other party authorized under Files at the applicable MBS Trust Document (in the capacity provided for by such MBS Trust Document), a license to use Custodian’s technology to access any such Documents on Custodian’s systems as such licensee, in its sole discretion, determines is necessary or convenient in connection with its capacity. (d) Section 6(a) notwithstanding, Custodian shall release any offices of the Documents to Lender Custodian as shall from time to time, as required to service the related Mortgage Loans, and as permitted by the Guides and/or Requirements, unless instructed time be identified to the contrary Trustee by Xxxxxx Maewritten notice. Any such release Subject to Lender requires a request on a form accepted the foregoing, the Trustee may temporarily move individual Custodian Files or designated by Xxxxxx Xxx, from a person duly authorized any portion thereof without notice as necessary to make such requestconduct collection and other servicing activities in accordance with its customary practices and procedures. The Custodian shall retain have and perform the following powers and duties: (i) hold the Custodian Files for the benefit of all present and future Certificateholders, maintain accurate records pertaining to each Receivable to enable it to comply with the terms and conditions of this Agreement and maintain a current inventory thereof; (ii) carry out such records as Xxxxxx Mae may require concerning such releasespolicies and procedures in accordance with its customary actions with respect to the handling and custody of the Custodian Files so that the integrity and physical possession of the Custodian Files will be maintained; and (iii) promptly release the original certificate of title to the Servicer upon receipt of a written request for release of documents certified by an officer of the Servicer, substantially in the form of Schedule C to the Servicing Agreement, with respect to the matters therein.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Aegis Consumer Funding Group Inc)

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