Common use of defaulted Mortgage Loans Clause in Contracts

defaulted Mortgage Loans. (a) The Company agrees to report monthly to the Owner all Defaulted Mortgage Loans and all REO Properties serviced pursuant to this Agreement. Such reports shall be provided on a monthly basis in the form set forth on EXHIBIT A . (b) The Owner reserves the right (but not the obligation) to elect to administer certain default servicing activities relating to any Defaulted Mortgage Loan or REO Property upon written notice to the Company (hereinafter referred to as a "Complex Defaulted Mortgage Loan"). As to any REO Property, the Company shall provide the Owner with written notification of the related foreclosure sale within one (1) Business Day after the date of such foreclosure sale. The Owner shall notify the Company within one (1) Business Day after receiving such notification from the Company in the event the Owner elects to administer default servicing activities relating to the REO Property. Notwithstanding the foregoing, at any time during the period in which a Mortgage Loan is delinquent, the Owner may provide written notice to the Company of the Owner's election to administer default servicing activities in connection with an REO Property after the foreclosure sale. If the Owner elects to assume such activities as set forth above, the Owner shall not be obligated for any fees or commissions due any agent previously retained by the Company. In accordance with such notice from the Owner, the Company shall forward to the Owner all relevant documentation relating to such Complex Defaulted Mortgage Loan and shall comply with all reasonable transfer requests of the Owner. Upon the transfer from the Company to the Owner of the relevant files and documentation, the Owner shall commence default servicing activities and shall report the status of such Complex Defaulted Mortgage Loans to the Company on a monthly basis. Other than the specific default servicing activities undertaken by the Owner in this Section 2.03, the Company shall be responsible for complying with this Agreement, including but not limited to any reporting and remittance of any funds received in connection with any Complex Defaulted Mortgage Loan. Owner shall not be entitled to receive any compensation for such services. In the event a Complex Defaulted Mortgage Loan reinstates or Liquidation Proceeds are received by the Owner, (i) the Owner shall remit such funds to the Company, (ii) the Company shall again be fully responsible for the servicing for such Mortgage Loan, (iii) the Owner shall forward the related mortgage file and all other relevant documentation to the Company, and (iv) the Owner shall comply with all reasonable transfer requests of the Company. (c) In connection with any expenses incurred by Owner for any Complex Defaulted Mortgage Loan under Section 2.03(b), upon receipt of any related invoices, the Owner shall forward such invoices to the Company for payment in the ordinary course of business.

defaulted Mortgage Loans. (a) The Company agrees to report monthly to the Owner all Defaulted Mortgage Loans and all REO Properties serviced pursuant to this Agreement. Such reports shall be provided on a monthly basis in the form set forth on EXHIBIT A .A. (b) The Owner reserves the right (but not the obligation) to elect to administer certain default servicing activities relating to any Defaulted Mortgage Loan or REO Property upon written notice to the Company (hereinafter referred to as a "Complex Defaulted Mortgage Loan"). As to any REO Property, the Company shall provide the Owner with written notification of the related foreclosure sale within one (1) Business Day after the date of such foreclosure sale. The Owner shall notify the Company within one (1) Business Day after receiving such notification from the Company in the event the Owner elects to administer default servicing activities relating to the REO Property. Notwithstanding the foregoing, at any time during the period in which a Mortgage Loan is delinquent, the Owner may provide written notice to the Company of the Owner's election to administer default servicing activities in connection with an REO Property after the foreclosure sale. If the Owner elects to assume such activities as set forth above, the Owner shall not be obligated for any fees or commissions due any agent previously retained by the Company. In accordance with such notice from the Owner, the Company shall forward to the Owner all relevant documentation relating to such Complex Defaulted Mortgage Loan and shall comply with all reasonable transfer requests of the Owner. Upon the transfer from the Company to the Owner of the relevant files and documentation, the Owner shall commence default servicing activities and shall report the status of such Complex Defaulted Mortgage Loans to the Company on a monthly basis. Other than the specific default servicing activities undertaken by the Owner in this Section 2.03, the Company shall be responsible for complying with this Agreement, including but not limited to any reporting and remittance of any funds received in connection with any Complex Defaulted Mortgage Loan. Owner shall not be entitled to receive any compensation for such services. In the event a Complex Defaulted Mortgage Loan reinstates or Liquidation Proceeds are received by the Owner, (i) the Owner shall remit such funds to the Company, (ii) the Company shall again be fully responsible for the servicing for such Mortgage Loan, (iii) the Owner shall forward the related mortgage file and all other relevant documentation to the Company, and (iv) the Owner shall comply with all reasonable transfer requests of the Company. (c) In connection with any expenses incurred by Owner for any Complex Defaulted Mortgage Loan under Section 2.03(b), upon receipt of any related invoices, the Owner shall forward such invoices to the Company for payment in the ordinary course of business.

defaulted Mortgage Loans. (a) The Company agrees to report monthly to the Owner all Defaulted Mortgage Loans and all REO Properties serviced pursuant to this Agreement. Such reports shall be provided on a monthly basis in the form set forth on EXHIBIT Exhibit A . (b) The Owner reserves the right (but not the obligation) to elect to administer certain default servicing activities relating to any Defaulted Mortgage Loan or REO Property upon written notice to the Company (hereinafter referred to as a "“Complex Defaulted Mortgage Loan"”). As to any REO Property, the Company shall provide the Owner with written notification of the related foreclosure sale within one (1) Business Day [* * *] after the date of such foreclosure sale. The Owner shall notify the Company within one (1) Business Day after receiving such notification from the Company in the event the Owner elects to administer default servicing activities relating to the REO Property. Notwithstanding the foregoing, at any time during the period in which a Mortgage Loan is delinquent, the Owner may provide written notice to the Company of the Owner's ’s election to administer default servicing activities in connection with an REO Property after the foreclosure sale. If the Owner elects to assume such activities as set forth above, the Owner shall not be obligated for any fees or commissions due any agent previously retained by the Company. In accordance with such notice from the Owner, the Company shall forward to the Owner all relevant documentation relating to such Complex Defaulted Mortgage Loan and shall comply with all reasonable transfer requests of the Owner. Upon the transfer from the Company to the Owner of the relevant files and documentation, the Owner shall commence default servicing activities and shall report the status of such Complex Defaulted Mortgage Loans to the Company on a monthly basis. Other than the specific default servicing activities undertaken by the Owner in this Section 2.03, the Company shall be responsible for complying with this Agreement, including but not limited to any reporting and remittance of any funds received in connection with any Complex Defaulted Mortgage Loan. Owner shall not be entitled to receive any compensation for such services. In the event a Complex Defaulted Mortgage Loan reinstates or Liquidation Proceeds are received by the Owner, (i) the Owner shall remit such funds to the Company, (ii) the Company shall again be fully responsible for the servicing for such Mortgage Loan, (iii) the Owner shall forward the related mortgage file and all other relevant documentation to the Company, and (iv) the Owner shall comply with all reasonable transfer requests of the Company. (c) In connection with any expenses incurred by Owner for any Complex Defaulted Mortgage Loan under Section 2.03(b), upon receipt of any related invoices, the Owner shall forward such invoices to the Company for payment in the ordinary course of business. [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

defaulted Mortgage Loans. (a) The Company Defaulted Mortgage Loans listed on Schedule 2.07 attached hereto are either in litigation or are REO Properties (together with the Defaulted Mortgage Loans described in the first sentence of Section 2.07(b), “Complex Defaulted Mortgage Loans”). Following the transfer of the subservicing responsibilities for the Complex Defaulted Mortgage Loans to the Subservicer, the Servicer shall continue to administer any litigation or sale of REO Properties in connection therewith in accordance with the applicable Pooling and Servicing Agreement. Servicer shall not be entitled to receive any compensation for such services. Servicer shall report the status of the Complex Defaulted Mortgage Loans to the Subservicer on a monthly basis. In the event a Complex Defaulted Mortgage Loan in litigation is reinstated or the Servicer receives Liquidation Proceeds, Servicer shall remit such funds to the Subservicer and shall forward the related mortgage file and all other relevant documentation to Subservicer. In connection therewith, Servicer shall comply with all reasonable transfer requests of Subservicer. Upon receipt of reinstatement funds, the Subservicer shall be fully responsible for the subservicing of such Mortgage Loan. Other than the specific default servicing activities undertaken by Servicer in this Section 2.07, the Subservicer shall be responsible for complying with the applicable Pooling and Servicing Agreement, including but not limited to reporting and remittance of any funds received from Servicer in connection with any Complex Defaulted Mortgage Loan. (b) The Subservicer agrees to report monthly to the Owner Servicer all Defaulted Mortgage Loans and all REO Properties serviced subserviced pursuant to this Agreement. Such reports reporting shall consist of Subservicer’s monthly submission to Servicer of two reports. The first report shall be provided on a monthly basis in the form set forth on EXHIBIT A Exhibit H-1, titled “Exposure Report.” The second report shall be provided in the form set forth on Exhibit H-2, titled “Omega Delinquency Report.” Subservicer shall provide all Exposure Reports and Omega Delinquency Reports to Servicer by the 15th day of each month (or next Business Day immediately thereafter) for the preceding month in order to ensure any Servicer related adjustments within two Business Days of notification by the Servicer. In order to assist Subservicer in its preparation of the Exposure Report, Servicer shall make available to Subservicer the MLR 253 report by the 10th day of each month, or such earlier date as reasonably practicable. Changes to the form of the Exposure Report or the Omega Delinquency Report shall only be made with the mutual consent of Servicer and Subservicer. (bc) The Owner Servicer reserves the right (but not the obligation) to elect to administer certain default servicing activities relating to any Defaulted Mortgage Loan or REO Property upon written notice to the Company Subservicer (hereinafter referred to as a "the term “Complex Defaulted Mortgage Loan"” shall also include any such Defaulted Mortgage Loan or REO Property). As to any REO Property, the Company Subservicer shall provide the Owner Servicer with written notification of the related foreclosure sale within one (1) Business Day after the date of such foreclosure sale. The Owner Servicer shall notify the Company Subservicer within one seven (17) Business Day Days after receiving such notification from the Company Subservicer in the event the Owner Servicer elects to administer default servicing activities relating to the REO Property. Notwithstanding the foregoing, at any time during the period in which a Mortgage Loan is delinquent, the Owner Servicer may provide written notice to the Company Subservicer of the Owner's Servicer’s election to administer default servicing activities in connection with an REO Property after the foreclosure sale. If the Owner Servicer elects to assume such activities as set forth above, the Owner Servicer shall not be obligated for any fees or commissions due any agent previously retained by the CompanySubservicer or its agent. In accordance with such notice from the OwnerServicer, the Company Subservicer shall forward to the Owner Servicer all relevant documentation relating to such Complex Defaulted Mortgage Loan and shall comply with all reasonable transfer requests of the OwnerServicer. Upon the transfer from the Company Subservicer to the Owner Servicer of the relevant files and documentation, the Owner Servicer shall commence default servicing activities in accordance with the related Pooling and Servicing Agreement or the related Private Investor Agreement and shall report the status of such Complex Defaulted Mortgage Loans to the Company Subservicer on a monthly basis. Other than the specific default servicing activities undertaken by the Owner in this Section 2.03, the Company shall be responsible for complying with this Agreement, including but not limited to any reporting and remittance of any funds received in connection with any Complex Defaulted Mortgage Loan. Owner shall not be entitled to receive any compensation for such services. In the event a Complex Defaulted Mortgage Loan reinstates or Liquidation Proceeds is reinstated and reinstatement funds are received by the OwnerServicer, (i) the Owner Servicer shall remit such funds to the CompanySubservicer in accordance with Subservicer’s wire instructions or other payment instructions, (ii) provided that the Company Servicer has complied with the requirements of subpart (i) hereof, the Subservicer shall post such funds to the account no later than the next Business Day, (iii) the Subservicer shall again be fully responsible for the servicing subservicing for such Mortgage Loan, (iiiiv) the Owner Servicer shall forward the related mortgage file and all other relevant documentation to the CompanySubservicer, and (ivv) the Owner Servicer shall comply with all reasonable transfer requests of Subservicer. In the Companyevent a Complex Defaulted Mortgage Loan reaches final disposition and Liquidation Proceeds are received by the Servicer, (i) the Servicer shall deposit such funds, (ii) the Servicer shall notify the Subservicer of receipt of such Liquidation Proceeds, (iii) the Subservicer shall post non-monetary transactions to bring the account balance to zero no later than the next Business Day, and (iv) the Servicer shall be responsible for preparation of the Officer Certificate and shall retain the related mortgage file and all other relevant documentation. (cd) In connection with any expenses incurred by Owner Servicer for any Complex Defaulted Mortgage Loan under this Section 2.03(b)2.07, upon receipt of any related invoices, the Owner Servicer shall forward such invoices to the Company Subservicer for payment in the ordinary course of business. Subservicer shall ensure payment of such invoices within [* * *] and shall be responsible for late fees incurred with respect to invoices received by Subservicer [* * *] prior to the due date thereof. (e) Subservicer Advances will be funded by Subservicer. All Subservicer Advances shall be approved by Servicer as defined in the Operations Guide. Servicer shall reimburse Subservicer for any Subservicer Advances on a monthly basis. Subservicer shall provide a reconciliation schedule of Subservicer Advances in the form of Exhibit F, in both hard copy and electronic format, to the Servicer by the fifth Business Day of each month. Servicer shall have three (3) Business Days to review the reconciliation and either approve it or advise Subservicer of errors. Servicer and Subservicer shall cooperate and exert reasonable efforts to correct any errors. Servicer and Subservicer shall remit funds to each other, as applicable, within one (1) Business Day of either the approval of the reconciliation or the correction of any errors detected [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. by the appropriate party. In any event, a mutually agreed upon amount must be remitted to the appropriate party no later than the 20th day of the month (or next Business Day immediately thereafter).

defaulted Mortgage Loans. (a) The Company Subservicer agrees to report monthly to the Owner Servicer all Defaulted Mortgage Loans and all REO Properties serviced subserviced pursuant to this Agreement. Such reports reporting shall consist of Subservicer’s monthly submission to Servicer of two reports. The first report shall be provided on a monthly basis in the form set forth on EXHIBIT A Exhibit G-1, titled “Exposure Report.” The second report shall be provided in the form set forth on Exhibit G-2, titled “Mortgage Loan Delinquency File.” Subservicer shall provide all Exposure Reports by the 15th day of each month (or next Business Day immediately thereafter if such 15th day is not a Business Day) and Mortgage Loan Delinquency Files to Servicer by the 5th day of each month (or next Business Day immediately thereafter if such 5th day is not a Business Day) for the preceding month in order to ensure any Servicer related adjustments within two Business Days of notification by the Servicer. Changes to the form of the Exposure Report or the Mortgage Loan Delinquency File shall only be made with the mutual consent of Servicer and Subservicer. (b) The Owner Servicer reserves the right (but not the obligation) to elect to administer certain default servicing activities relating to any Defaulted Mortgage Loan or REO Property upon written notice to the Company (hereinafter referred to as a "Complex Defaulted Mortgage Loan")Subservicer. As to any REO Property, the Company Subservicer shall provide the Owner Servicer with written notification of the related foreclosure sale within one (1) Business Day after the date of such foreclosure sale. The Owner Servicer shall notify the Company Subservicer within one seven (17) Business Day Days after receiving such notification from the Company Subservicer in the event the Owner Servicer elects to administer default servicing activities relating to the REO Property. Notwithstanding the foregoing, at any time during the period in which a Mortgage Loan is delinquentDelinquent, the Owner Servicer may provide written notice to the Company Subservicer of the Owner's Servicer’s election to administer default servicing activities in connection with an REO Property after the foreclosure sale. If the Owner Servicer elects to assume such activities as set forth above, the Owner Servicer shall not be obligated for any fees or commissions due any agent previously retained by the CompanySubservicer or its agent, unless Servicer notifies Subservicer that it elects to administer default servicing prior to the foreclosure sale of said property. In accordance with such notice from the OwnerServicer, the Company Subservicer shall forward to the Owner Servicer all relevant documentation relating to such Complex any Defaulted Mortgage Loan Loans or REO Properties and shall comply with all reasonable transfer requests of the OwnerServicer. Upon the transfer from the Company Subservicer to the Owner Servicer of the relevant files and documentation, the Owner Servicer shall commence default servicing activities and shall report the status of with respect to such Complex Defaulted Mortgage Loans to the Company on a monthly basis. Other than the specific default servicing activities undertaken by the Owner in this Section 2.03, the Company shall be responsible for complying with this Agreement, including but not limited to any reporting and remittance of any funds received in connection with any Complex Defaulted Mortgage Loan. Owner shall not be entitled to receive any compensation for such servicesor REO Properties. In the event a Complex any Defaulted Mortgage Loan reinstates Loans or Liquidation Proceeds REO Properties are reinstated and reinstatement funds are received by the OwnerServicer, (i) the Owner Servicer shall remit such funds to the CompanySubservicer in accordance with Subservicer’s wire instructions or other payment instructions, (ii) provided that the Company Servicer has complied with the requirements of subpart (i) hereof, the Subservicer shall post such funds to the account no later than the next Business Day, (iii) the Subservicer shall again be fully responsible for the servicing subservicing for such Mortgage Loan, (iiiiv) the Owner Servicer shall forward the related mortgage file and all other relevant documentation to the CompanySubservicer, and (ivv) the Owner Servicer shall comply with all reasonable transfer requests of Subservicer. In the Companyevent any Defaulted Mortgage Loans or REO Properties Mortgage Loan reach final disposition and Liquidation Proceeds are received by the Servicer, (i) the Servicer shall deposit such funds, (ii) the Servicer shall notify the Subservicer of receipt of such Liquidation Proceeds, (iii) the Subservicer shall post non-monetary transactions to bring the account balance to zero no later than the next Business Day, and (iv) the Servicer shall be responsible for preparation of the Officer Certificate and shall retain the related mortgage file and all other relevant documentation. (c) In connection with any expenses incurred by Owner Servicer for any Complex Defaulted Mortgage Loan Loans or REO Properties under this Section 2.03(b)2.06, upon receipt of any related invoices, the Owner Servicer shall forward such invoices to the Company Subservicer for payment in the ordinary course of business. Subservicer shall ensure payment of such invoices within thirty (30) Business Days of the receipt of an invoice by Subservicer and shall be responsible for late fees incurred with respect to invoices received by Subservicer thirty (30) or more days prior to the due date thereof. (d) Subservicer Advances will be funded by Subservicer. All Subservicer Advances shall be approved by Servicer as defined in the Operations Guide. Servicer shall reimburse Subservicer for any Subservicer Advances on a monthly basis. Subservicer shall provide a reconciliation schedule of Subservicer Advances in the form of Exhibit E, in both hard copy and electronic format, to the Servicer by the fifth Business Day of each month. Servicer shall have three (3) Business Days to review the reconciliation and either approve it or advise Subservicer of errors. Servicer and Subservicer shall cooperate and exert reasonable efforts to correct any errors. Servicer and Subservicer shall remit funds to each other as applicable, within one (1) Business Day of either the approval of the reconciliation or the correction of errors detected by the appropriate party. In any event, a mutually agreed upon amount must be remitted to the appropriate party no later than the 20th day of the month (or next Business Day immediately thereafter). Notwithstanding anything contained herein to the contrary, upon request of the Subservicer, to the extent that Subservicer has made a Servicing Advance with respect to a Mortgage Loan in excess of $25,000 the Servicer shall promptly reimburse Subservicer for the amount of such Servicing Advance, but in any event within five (5) Business Days, after receipt of such request from Subservicer. (e) The Subservicer shall inspect a Mortgaged Property upon: (i) the Mortgage Loan becoming forty-five (45) to sixty (60) days delinquent and Subservicer is unable to contact or establish satisfactory arrangements with the Mortgagor; (ii) the Mortgage Loan is referred to foreclosure; (iii) the Mortgagor is delinquent under a governing bankruptcy repayment plan; or (iv) in accordance with the Applicable Requirements and as may be required by the primary mortgage guaranty insurer, to assure itself that the value of the Mortgaged Property is being preserved. The Subservicer shall keep a record of each such inspection and, upon request, shall provide the Servicer with an electronic report fully detailing the results of each such inspection.