Common use of Defense of Title; Preservation of Mortgage Assets Clause in Contracts

Defense of Title; Preservation of Mortgage Assets. Sellers warrant and will defend the right, title and interest of Buyer in and to all Mortgage Assets against all adverse claims and demands of all Persons whomsoever. Sellers shall do all things necessary to preserve the Mortgage Assets so that such Mortgage Assets remain subject to a first priority perfected Lien hereunder, excluding Hedging Arrangements that cover both Purchased Mortgage Loans and Mortgage Loans that are subject to other Available Warehouse Facilities, as to which Seller will do all things necessary to keep Buyer’s Lien pari passu with the Liens of the applicable counterparties to such other Available Warehouse Facilities. Without limiting the foregoing, Sellers will comply with all Requirements of Law applicable to Sellers or relating to the Mortgage Assets and cause the Mortgage Assets to comply with all applicable Requirements of Law. Sellers will not allow any default to occur for which Sellers are responsible under any Mortgage Assets or any Transaction Documents and Sellers shall fully perform or cause to be performed when due all of their obligations under any Mortgage Assets and the Transaction Documents.

Defense of Title; Preservation of Mortgage Assets. Sellers warrant Seller warrants and will defend the right, title and interest of Buyer Buyers and of their agent and representative, Administrative Agent, in and to all Mortgage Assets against all adverse claims and demands of all Persons whomsoeverwhomsoever (other than any claim or demand related to any act or omission of any Buyer, which claim or demand does not arise out of or relate to any breach or potential breach of a representation or warranty by Seller under this Agreement). Sellers Seller shall do all things necessary to preserve the Mortgage Assets so that such Mortgage Assets remain subject to a first priority perfected Lien hereunder, excluding Hedging Arrangements that cover both Purchased Mortgage Loans and Mortgage Loans that are subject to other another Available Warehouse FacilitiesFacility, as to which Seller will do all things necessary to keep BuyerAdministrative Agent’s Lien pari passu with the Liens Lien of the applicable counterparties counterparty to such other Available Warehouse FacilitiesFacility. Without limiting the foregoing, Sellers Seller will comply in all material respects with all Requirements of Law applicable to Sellers Seller or relating to the Mortgage Assets and cause the Mortgage Assets to comply in all material respects with all applicable Requirements of Law. Sellers Seller will not allow any default to occur for which Sellers are Seller is responsible under any Mortgage Assets or any Transaction Documents and Sellers Seller shall fully perform or cause to be performed when due all of their its material obligations under any Mortgage Assets and the Transaction Documents.

Defense of Title; Preservation of Mortgage Assets. Sellers warrant Seller warrants and will defend the right, title and interest of Buyer in and to all Mortgage Assets against all adverse claims and demands of all Persons whomsoever. Sellers Seller shall do all things necessary to preserve the Mortgage Assets so that such Mortgage Assets remain subject to a first priority perfected Lien hereunder, excluding Hedging Arrangements that cover both Purchased Mortgage Loans and Mortgage Loans that are subject to other another Available Warehouse FacilitiesWarehouse/MSRs Facility, as to which Seller will do all things necessary to keep Buyer’s Lien pari passu with the Liens Lien of the applicable counterparties counterparty to such other Available Warehouse FacilitiesWarehouse/MSRs Facility. Without limiting the foregoing, Sellers Seller will comply with all Requirements of Law applicable to Sellers Seller or relating to the Mortgage Assets and cause the Mortgage Assets to comply with all applicable Requirements of Law. Sellers Seller will not allow any default to occur for which Sellers are Seller is responsible under any Mortgage Assets or any Transaction Documents and Sellers Seller shall fully perform or cause to be performed when due all of their its obligations under any Mortgage Assets and the Transaction Documents.

Defense of Title; Preservation of Mortgage Assets. Sellers warrant Seller warrants and will defend the right, title and interest of Buyer in and to all Mortgage Assets against all adverse claims and demands of all Persons whomsoever. Sellers Seller shall do all things necessary to preserve the Mortgage Assets so that such Mortgage Assets remain subject to a first priority perfected Lien hereunder, excluding Hedging Arrangements that cover both Purchased Mortgage Loans and Mortgage Loans that are subject to other another Available Warehouse FacilitiesFacility, as to which Seller will do all things necessary to keep Buyer’s Lien pari passu with the Liens Lien of the applicable counterparties counterparty to such other Available Warehouse FacilitiesFacility. Without limiting the foregoing, Sellers Seller will comply with all Requirements of Law applicable to Sellers Seller or relating to the Mortgage Assets and cause the Mortgage Assets to comply with all applicable Requirements of Law. Sellers Seller will not allow any default to occur for which Sellers are Seller is responsible under any Mortgage Assets or any Transaction Documents and Sellers Seller shall fully perform or cause to be performed when due all of their its obligations under any Mortgage Assets and the Transaction Documents.