Common use of Delivery of Documents; Purchase of Mortgage Loans Clause in Contracts

Delivery of Documents; Purchase of Mortgage Loans. Prior to the purchase of the Mortgage Loans: (a) Seller shall have delivered to the Purchaser or any agent appointed by the Purchaser the Mortgage File for each of the Mortgage Loans. (b) Purchaser shall have received a Mortgage Loan Schedule pertaining to the related Mortgage Loans. (c) Purchaser shall have received copies of the resolutions of the Board of Directors of Seller, certified by its respective Secretary, approving this Agreement. (d) Purchaser shall have received the Certificate of Incorporation of Seller certified by the Secretary of State of the State of New York. (e) Purchaser shall have received a certificate of the Secretary or Assistant Secretary of Seller certifying (i) the names and signatures of the officers authorized on its behalf to execute this Agreement, and any other documents to be delivered by it hereunder and (ii) a copy of Seller's By-laws. (f) Purchaser shall have received an opinion of counsel to Seller as to the due authorization, execution and delivery by the Seller of this Agreement and as to the validity and enforceability of the transfers contemplated hereunder and addressing such other matters as the Purchaser may reasonably request. (g) Seller shall have instructed the applicable debtor, trustee, paying agent, authenticating agent, transfer agent, registrar, predecessor in interest, owner (if the Mortgage Loans are in the form of a security agreement), or servicer, if any, in respect of the related Mortgage Loans to reflect on their books and records the transfer of such Mortgage Loans to Purchaser, as owner or secured party (if the Mortgage Loans are in the form of a security agreement). (h) Purchaser shall have received the most recent available standard servicing or lien reports in summary form, if any, with respect to all of the mortgages in Seller's portfolio similar to the Mortgage Loans. (i) The Purchaser shall be permitted to perform its standard loan review of each Mortgage Loan to be purchased. (j) UCC-1 financing statements duly executed by Seller as debtor shall have been filed in California and New York naming the Purchaser as secured party and the Indenture Trustee on behalf of the Trust as assignee.

Delivery of Documents; Purchase of Mortgage Loans. Prior to the purchase of the Mortgage Loans: (a) Seller shall have delivered to the Purchaser or any agent appointed by the Purchaser the Mortgage File for each of the Mortgage Loans. (b) Purchaser shall have received a Mortgage Loan Schedule pertaining to the related Mortgage Loans. (c) Purchaser shall have received copies of the resolutions of the Board of Directors of Seller, certified by its respective Secretary, approving this Agreement. (d) Purchaser shall have received the Certificate of Incorporation of Seller certified by the Secretary of State of the State of New York. (e) Purchaser shall have received a certificate of the Secretary or Assistant Secretary of Seller certifying (i) the names and signatures of the officers authorized on its behalf to execute this Agreement, and any other documents to be delivered by it hereunder and (ii) a copy of Seller's By-laws. (f) Purchaser shall have received an opinion of counsel to Seller as to the due authorization, execution and delivery by the Seller of this Agreement and as to the validity and enforceability of the transfers contemplated hereunder and addressing such other matters as the Purchaser may reasonably request. (g) Seller shall have instructed the applicable debtor, trustee, paying agent, authenticating agent, transfer agent, registrar, predecessor in interest, owner (if the Mortgage Loans are in the form of a security agreement), or servicer, if any, in respect of the related Mortgage Loans to reflect on their books and records the transfer of such Mortgage Loans to Purchaser, as owner or secured party (if the Mortgage Loans are in the form of a security agreement). (h) Purchaser shall have received the most recent available standard servicing or lien reports in summary form, if any, with respect to all of the mortgages in Seller's portfolio similar to the Mortgage Loans. (i) The Purchaser shall be permitted to perform its standard loan review of each Mortgage Loan to be purchased. (j) UCC-1 financing statements duly executed by Seller as debtor shall have been filed in California and New York naming the Purchaser as secured party and the Indenture Trustee on behalf of the Trust as assignee.

Delivery of Documents; Purchase of Mortgage Loans. Prior to the purchase of the Mortgage Loans: (a) Seller shall have delivered to the Purchaser or any agent appointed by the Purchaser the Mortgage File for each of the Mortgage Loans. (b) Purchaser shall have received a Mortgage Loan Schedule pertaining to the related Mortgage Loans. (c) Purchaser shall have received copies of the resolutions of the Board of Directors of Seller, certified by its respective Secretary, approving this Agreement. (d) Purchaser shall have received the Certificate of Incorporation of Seller certified by the Secretary of State of the State of New York. (e) Purchaser shall have received a certificate of the Secretary or Assistant Secretary of Seller certifying (i) the names and signatures of the officers authorized on its behalf to execute this Agreement, and any other documents to be delivered by it hereunder and (ii) a copy of Seller's By-laws. (f) Purchaser shall have received an opinion of counsel to Seller as to the due authorization, execution and delivery by the Seller of this Agreement and as to the validity and enforceability of the transfers contemplated hereunder and addressing such other matters as the Purchaser may reasonably request. (g) Seller shall have instructed the applicable debtor, trustee, paying agent, authenticating agent, transfer agent, registrar, predecessor in interest, owner (if the Mortgage Loans are in the form of a security agreement), or servicer, if any, in respect of the related Mortgage Loans to reflect on their books and records the transfer of such Mortgage Loans to Purchaser, as owner or secured party (if the Mortgage Loans are in the form of a security agreement). (h) Purchaser shall have received the most recent available standard servicing or lien reports in summary form, if any, with respect to all of the mortgages in Seller's portfolio similar to the Mortgage Loans. (i) The Purchaser shall be permitted to perform its standard loan review of each Mortgage Loan to be purchased. (j) UCC-1 financing statements duly executed by Seller as debtor shall have been filed in California and New York naming the Purchaser as secured party and the Indenture Trustee on behalf of the Trust as assignee.

Delivery of Documents; Purchase of Mortgage Loans. Prior to the purchase of the Mortgage Loans: (a) Seller shall have delivered to the Purchaser or any agent appointed by the Purchaser the Mortgage File for each of the Mortgage Loans. (b) Purchaser shall have received a Mortgage Loan Schedule pertaining to the related Mortgage Loans. (c) Purchaser shall have received copies of the resolutions of the Board of Directors of Seller, certified by its respective Secretary, approving this Agreement. (d) Purchaser shall have received the Certificate of Incorporation of Seller certified by the Secretary of State of the State of New York. (e) Purchaser shall have received a certificate of the Secretary or Assistant Secretary of Seller certifying (i) the names and signatures of the officers authorized on its behalf to execute this Agreement, and any other documents to be delivered by it hereunder and (ii) a copy of Seller's By-laws. (f) Purchaser shall have received an opinion of counsel to Seller as to the due authorization, execution and delivery by the Seller of this Agreement and as to the validity and enforceability of the transfers contemplated hereunder and addressing such other matters as the Purchaser may reasonably request. (g) Seller shall have instructed the applicable debtor, trustee, paying agent, authenticating agent, transfer agent, registrar, predecessor in interest, owner (if the Mortgage Loans are in the form of a security agreement), or servicer, if any, in respect of the related Mortgage Loans to reflect on their books and records the transfer of such Mortgage Loans to Purchaser, as owner or secured party (if the Mortgage Loans are in the form of a security agreement). (h) Purchaser shall have received the most recent available standard servicing or lien reports in summary form, if any, with respect to all of the mortgages in Seller's portfolio similar to the Mortgage Loans. (i) The Purchaser shall be permitted to perform its standard loan review of each Mortgage Loan to be purchased. (j) UCC-1 financing statements duly executed by Seller as debtor shall have been filed in California and New York naming the Purchaser as secured party and the Indenture Trustee on behalf of the Trust as assignee.

Delivery of Documents; Purchase of Mortgage Loans. Prior to the purchase of the Mortgage Loans: (a) Seller shall have delivered to the Purchaser or any agent appointed by the Purchaser the Mortgage File for each of the Mortgage Loans. (b) Purchaser shall have received a Mortgage Loan Schedule pertaining to the related Mortgage Loans. (c) Purchaser shall have received copies of the resolutions of the Board of Directors of Seller, certified by its respective Secretary, approving this Agreement. (d) Purchaser shall have received the Certificate Articles of Incorporation of Seller certified by the Secretary of State of the State of New YorkCalifornia. (e) Purchaser shall have received a certificate of the Secretary or Assistant Secretary of Seller certifying (i) the names and signatures of the officers authorized on its behalf to execute this Agreement, and any other documents to be delivered by it hereunder and (ii) a copy of Seller's By-laws. (f) Purchaser shall have received an opinion of counsel to Seller as to the due authorization, execution and delivery by the Seller of this Agreement and as to the validity and enforceability of the transfers contemplated hereunder and addressing such other matters as the Purchaser may reasonably request. (g) Seller shall have instructed the applicable debtor, trustee, paying agent, authenticating agent, transfer agent, registrar, predecessor in interest, owner (if the Mortgage Loans are in the form of a security agreement), or servicer, if any, in respect of the related Mortgage Loans to reflect on their books and records the transfer of such Mortgage Loans to Purchaser, as owner or secured party (if the Mortgage Loans are in the form of a security agreement). (h) Purchaser shall have received the most recent available standard servicing or lien reports in summary form, if any, with respect to all of the mortgages in Seller's portfolio similar to the Mortgage Loans. (i) The Purchaser shall be permitted to perform its standard loan review of each Mortgage Loan to be purchased. (j) UCC-1 financing statements duly executed by Seller as debtor shall have been filed in California and New York naming the Purchaser as secured party and the Indenture Trustee on behalf of the Trust as assignee.

Delivery of Documents; Purchase of Mortgage Loans. Prior to the purchase of the Initial Mortgage Loans or any Subsequent Mortgage Loans, as the case may be: (a) Seller Each Originator shall have delivered to the Purchaser or any agent appointed by the Purchaser the Mortgage File for each of the Mortgage LoansLoans sold to Purchaser by such Originator. (b) Purchaser shall have received a Mortgage Loan copy of the Schedule pertaining to the related of Mortgage Loans. (c) On the Closing Date, Purchaser shall have received copies of the resolutions of the Board of Directors of Sellereach Originator, certified by its respective Secretary or Assistant Secretary, approving this Agreement. (d) On the Closing Date, Purchaser shall have received the Certificate of Incorporation of Seller certified by the Secretary of State copies of the State articles of New Yorkincorporation, articles of association or charter of each Originator. (e) On the Closing Date, Purchaser shall have received from each Originator (i) a certificate of the Secretary or Assistant Secretary of Seller such Originator certifying (i) the names and signatures of the officers authorized on its behalf to execute this Agreement, Agreement and any other documents to be delivered by it hereunder and (ii) a copy of Sellersuch Originator's Byby-laws. (f) On the Closing Date, Purchaser shall have received an opinion of counsel to Seller each Originator as to the due authorization, execution and delivery by the Seller such Originator of this Agreement and as to the validity and enforceability of the transfers contemplated hereunder and addressing such other matters as the Purchaser may reasonably request. (g) Seller shall have instructed the applicable debtor, trustee, paying agent, authenticating agent, transfer agent, registrar, predecessor in interest, owner (if the Mortgage Loans are in the form of a security agreement), or servicer, if any, in respect of the related Mortgage Loans to reflect on their books and records the transfer of such Mortgage Loans to Purchaser, as owner or secured party (if the Mortgage Loans are in the form of a security agreement). (h) Purchaser shall have received the most recent available standard servicing or lien reports in summary form, if any, with respect to all of the mortgages in Seller's portfolio similar to the Mortgage Loans. (i) The Purchaser shall be permitted to perform its standard loan review of each Mortgage Loan to be purchased. (jh) On the Closing Date, UCC-1 financing statements duly executed by Seller each Originator as debtor shall have been filed in California and New York naming the Purchaser as secured party and and, if Purchaser so requests, the Indenture Trustee on behalf of the Trust as assignee.

Delivery of Documents; Purchase of Mortgage Loans. Prior to the purchase of the Mortgage Loans: (a) Seller Each Originator shall have delivered to the Purchaser or any agent appointed by the Purchaser the Mortgage File for each of the Mortgage Loans. (b) Purchaser shall have received a copies of the Mortgage Loan Schedule pertaining to the related Mortgage LoansSchedules. (c) Purchaser shall have received copies of the resolutions of the Board of Directors of Sellereach Originator, certified by its respective Secretary, approving this Agreement. (d) Purchaser shall have received the Certificate of Incorporation of Seller certified by the Secretary of State copies of the State articles of New Yorkincorporation, articles of association or charter of each Originator. (e) Purchaser shall have received from each Originator (i) a certificate of the Secretary or Assistant Secretary of Seller such Originator certifying (i) the names and signatures of the officers authorized on its behalf to execute this Agreement, Agreement and any other documents to be delivered by it hereunder and (ii) a copy of Sellersuch Originator's Byby-laws. (f) Purchaser shall have received an opinion of counsel to Seller each Originator as to the due authorization, execution and delivery by the Seller such Originator of this Agreement and as to the validity and enforceability of the transfers contemplated hereunder and addressing such other matters as the Purchaser may reasonably request. (g) Seller Each Originator shall have instructed the applicable debtor, trustee, paying agent, authenticating agent, transfer agent, registrar, predecessor in interest, owner (if any of the Mortgage Loans are in the form of a security agreement), ) or servicer, if any, in respect of the related Mortgage Loans to reflect on their books and records the transfer of such Mortgage Loans to Purchaser, as owner or secured party (if any of the Mortgage Loans are in the form of a security agreement). (h) Purchaser shall have received the most recent available standard servicing or lien reports in summary form, if any, with respect to all of the mortgages in Sellereach Originator's portfolio similar to the HELOC Mortgage Loans or the HLTV Mortgage Loans, as applicable. (i) The Purchaser shall be permitted to perform its standard loan review of each Mortgage Loan to be purchased. (j) UCC-1 financing statements duly executed by Seller each Originator as debtor shall have been filed in California and New York naming the Purchaser as secured party and the Indenture Trustee on behalf of the Trust as assignee.