Delivery of Income. Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit all Income in respect of the Purchased Assets into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 4 contracts
Samples: Master Repurchase and Securities Contract (Blackstone Mortgage Trust, Inc.), Master Repurchase and Securities Contract (Blackstone Mortgage Trust, Inc.), Master Repurchase and Securities Contract (Blackstone Mortgage Trust, Inc.)
Delivery of Income. Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit remit all Income in respect of the Purchased Assets into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller and Servicer (a) shall, and shall cause each Servicer to, comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian Servicer sufficient detail to enable Buyer and Custodian Servicer to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately and, within two (2) Business Days, deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Originator, Guarantor or any Affiliate of Seller, Pledgor Pledgor, Originator or Guarantor, Seller shall pay or deliver directly deposit such Income for deposit into the Waterfall Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 4 contracts
Samples: Master Repurchase and Securities Contract (FS Credit Real Estate Income Trust, Inc.), Master Repurchase and Securities Contract (FS Credit Real Estate Income Trust, Inc.), Master Repurchase and Securities Contract (FS Credit Real Estate Income Trust, Inc.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit remit all Income in respect of the Purchased Assets into either one of the Servicing Agreement Accounts or the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 3 contracts
Samples: Master Repurchase and Securities Contract (Starwood Property Trust, Inc.), Custodial Agreement (Starwood Property Trust, Inc.), Master Repurchase and Securities Contract (Starwood Property Trust, Inc.)
Delivery of Income. Seller shall, or shall andcause the Servicer to, pursuant to Irrevocable Redirection Notices or otherwise irrevocably instruct and cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit remit all Income in respect of the Purchased Assets to Servicer for deposit by Servicer into the Servicer Account, and shall cause Servicer to transfer such Income into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due. If an Event of Default exists, or if any contrary instructions are delivered to any Underlying Obligor or any Underlying Obligor remits any Income to any other account, Buyer may, in addition to any other rights and remedies available to Buyer under the Repurchase Documents or at law or equity, complete the applicable Irrevocable Redirection Notices and deliver same to the Underlying Obligors to cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to remit all Income in respect of the Purchased Assets to the Waterfall Account. To the extent delivered in accordance with the foregoing, Seller and Servicer (a) shall, and shall cause each Servicer to comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian Servicer sufficient detail to enable Buyer and Custodian Servicer to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver directly deposit such Income for deposit into the Waterfall Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 3 contracts
Samples: Master Repurchase and Securities Contract (BrightSpire Capital, Inc.), Master Repurchase and Securities Contract (BrightSpire Capital, Inc.), Joinder Agreement (Colony Credit Real Estate, Inc.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit remit all Income in respect of the Purchased Assets to Servicer for immediate deposit by Servicer into the Servicer Account, and Seller shall cause Servicer to transfer all such Income into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are duehereof. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian Servicer sufficient detail to enable Buyer and Custodian Servicer to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor Seller or any Affiliate of Seller, Pledgor or Guarantorits Affiliates, Seller or such Affiliate shall pay or deliver such Income for deposit into the Waterfall Servicer Account to Buyer Servicer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of SellerSeller or such Affiliate.
Appears in 3 contracts
Samples: Servicing Agreement (KKR Real Estate Finance Trust Inc.), Servicing Agreement (KKR Real Estate Finance Trust Inc.), Servicing Agreement (KKR Real Estate Finance Trust Inc.)
Delivery of Income. Seller shall and, pursuant to send Irrevocable Redirection Direction Notices or otherwise and cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, to deposit all Income in respect of the Purchased Assets into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are duedue and payable. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 2 contracts
Samples: Master Repurchase and Securities Contract (AG Mortgage Investment Trust, Inc.), Master Repurchase and Securities Contract (AG Mortgage Investment Trust, Inc.)
Delivery of Income. Such Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise each Servicer Letter Agreement shall cause the Underlying Obligors under the Purchased Assets related Servicer or Interim Servicer and all other applicable Persons to, deposit all Income for the related Pricing Period in respect of the Purchased Underlying Assets into the Waterfall Account Account, as applicable, in accordance with Section 5.01 hereof on the day the related payments are duehereof. Such Seller and each Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, the related Servicer Letter Agreement and (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice such Servicer Letter Agreement without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Underlying Asset, such Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Underlying Asset to which such payment applies. If such Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Underlying Assets, or otherwise in respect thereof, such Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by any Seller, Pledgor, Guarantor or any Affiliate of Sellerthereof, Pledgor or Guarantor, such Seller shall pay or deliver or cause to be delivered such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of such Seller.
Appears in 2 contracts
Samples: Master Repurchase Agreement and Securities Contract (Altisource Residential Corp), Master Repurchase Agreement and Securities Contract (Altisource Residential Corp)
Delivery of Income. Each Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets Interim Servicer and all other applicable Persons to, deposit all Income in respect of the Purchased Assets (other than Income paid directly to Interim Servicer in accordance with Section 5.01) into either the General Repo Account or the Waterfall Account in accordance with Section Sections 3.07, 4.01 and 5.01 hereof on within the day the related payments are duetime periods specified therein. Seller and Interim Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased AssetPrincipal Payment, each Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment Principal Payment applies. If any Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, such Seller shall accept the same as BuyerXxxxx’s agent, hold the same in trust for Buyer and immediately promptly deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by a Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor a Seller or Guarantor, such Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of such Seller.
Appears in 2 contracts
Samples: Guarantee Agreement (Ares Commercial Real Estate Corp), Repurchase and Securities Contract (Ares Commercial Real Estate Corp)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets Interim Servicer and all other applicable Persons to, deposit all Income in respect of the Purchased Assets (other than Income paid directly to Interim Servicer in accordance with Section 5.01) into either the General Repo Account or the Waterfall Account in accordance with Section Sections 3.07, 4.01 and 5.01 hereof on within the day the related payments are duetime periods specified therein. Seller and Interim Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s 's consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased AssetPrincipal Payment, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment Principal Payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s 's agent, hold the same in trust for Buyer and immediately promptly deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Ares Commercial Real Estate Corp)
Delivery of Income. Seller shall andirrevocably instruct each borrower to remit all Income in respect of the Purchased Assets to the Collection Account. Seller shall, pursuant contemporaneously with the sale to Buyer of any Purchased Asset, deliver an Irrevocable Redirection Notice addressed to the applicable Underlying Obligors and signed in blank to Custodian. Seller agrees that it shall not issue, and shall not permit or suffer to exist, any contrary instructions being delivered to any Underlying Obligor. If an Event of Default exists, or if any contrary instructions are delivered to any Underlying Obligor or any Underlying Obligor remits any Income to any other account, Buyer may, in addition to any other rights and remedies available to Buyer under the Repurchase Documents or at law or equity, complete such Irrevocable Redirection Notices or otherwise and deliver same to the Underlying Obligors to cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit to remit all Income in respect of the Purchased Assets into to the Waterfall Account Account. To the extent delivered in accordance with Section 5.01 hereof on the day the related payments are due. foregoing, Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian Servicer sufficient detail to enable Buyer and Custodian Servicer to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately promptly deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Guarantor, Pledgor, Guarantor Sponsor, Manager or any Affiliate of Seller, Pledgor Pledgor, Sponsor or Guarantor, Seller shall pay or deliver cause to be delivered such Income for deposit into the Waterfall Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (TPG RE Finance Trust, Inc.)
Delivery of Income. Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, to deposit all Income in respect of the Purchased Assets into the Waterfall Securities Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s 's consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s 's agent, hold the same in trust for Buyer and immediately promptly deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver deliver, or cause to be paid or delivered, such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Dynex Capital Inc)
Delivery of Income. Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, to deposit all Income in respect of the Purchased Assets into the Waterfall Collection Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consentconsent in its discretion, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor or Guarantortheir respective Affiliates, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Two Harbors Investment Corp.)
Delivery of Income. Seller shall and, pursuant to send Irrevocable Redirection Direction Notices or otherwise and cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, to deposit all Income in respect of the Purchased Assets into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, any Guarantor or any Affiliate of Seller, Pledgor Seller or any Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Northstar Realty Finance Corp.)
Delivery of Income. Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise and shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit remit all Income in respect of the Purchased Assets to Servicer for prompt deposit by Servicer into the Servicer Account, and Seller shall cause Servicer to transfer all such Income into the Waterfall Account in accordance with Section 5.01 hereof on hereof. Following the day occurrence of an Event of Default, Buyer shall deliver Irrevocable Redirection Notices to the related payments are dueUnderlying Obligors. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian Servicer sufficient detail to enable Buyer and Custodian Servicer to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver such Income to Servicer for deposit into the Waterfall Servicer Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.. Section 8.08
Appears in 1 contract
Samples: Master Repurchase Agreement and Securities Contract (Granite Point Mortgage Trust Inc.)
Delivery of Income. Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit all Income in respect of the Purchased Assets into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each - 59 - principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Blackstone Mortgage Trust, Inc.)
Delivery of Income. Each Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets Interim Servicer and all other applicable Persons to, deposit all Income in respect of the Purchased Assets (other than Income paid directly to Interim Servicer in accordance with Section 5.01) into either the General Repo Account or the Waterfall Account in accordance with Section Sections 3.07, 4.01 and 5.01 hereof on within the day the related payments are duetime periods specified therein. Seller and Interim Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased AssetPrincipal Payment, each Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment Principal Payment applies. If any Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, such Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately promptly deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by a Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor a Seller or Guarantor, such Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of such Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Ares Commercial Real Estate Corp)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit all Income in respect of the Purchased Assets into the Servicing Agreement Account or the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller Seller, Servicer and Sub-Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Custodial Agreement (Starwood Property Trust, Inc.)
Delivery of Income. Seller shall andshall, pursuant to Irrevocable Redirection Notices or otherwise cause Notices, direct the Underlying Obligors under the Purchased Assets and all other applicable Persons to, (including any bank or financial institution holding any Income under the terms of the Mortgage Loan Documents) to deposit all Income in respect payable to Seller as lender or holder under the terms of the Mortgage Loan Documents for the Purchased Assets into an account held by the Servicer or the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due, payable or required or permitted to be disbursed under the terms of the related Mortgage Loan Documents. Within five (5) Business Days of the related Purchase Date, Seller shall use its commercially reasonable efforts to deliver to Buyer an Irrevocable Redirection Notice with respect to each Purchased Asset, fully executed by each Underlying Obligor or other applicable Person. In no event shall Seller direct any Underlying Obligor with respect to a Purchased Asset to direct funds to any account other than the Waterfall Account, the Servicer Account with respect to the C-III Loans (so long as C-III remains a Servicer) or an account held by WF Servicer (so long as Xxxxx remains a Servicer). To the extent Seller or any Affiliate of Seller receives any Income directly, Seller or such Affiliate shall hold such Income in trust for Buyer, segregated from other funds of Seller and its Affiliates, until delivered to the Waterfall Account, the Servicer Account with respect to the C-III Loans (so long as C-III remains a Servicer) or an account held by WF Servicer (so long as Xxxxx remains a Servicer) in accordance with the terms hereof. Seller shall deposit, or cause to be deposited, such amounts into the applicable Servicer Account within one (1) Business Day of receipt thereof. Seller shall cause Servicer to remit all Income (other than in the case of the WF Servicer amounts permitted to be withheld by the Servicer in accordance with the terms of the Servicing Agreement) in the Servicer Account to the Waterfall Account within one (1) Business Day of the receipt thereof (provided, however, if the Servicer is Xxxxx or an Affiliate thereof, then the Servicer shall only be required to remit to the Waterfall Account once each month, on the date set forth in the applicable Servicing Agreement and the failure of the WF Servicer to make such remittance shall not be an Event of Default hereunder). Seller shall (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s prior written consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection NoticeNotice and (d) shall obtain such additional executed Irrevocable Redirection Notices as may be required to ensure all Income is directed to an account held by the WF Servicer (if the Servicer is Xxxxx), to the Servicer Account with respect to the C-III Loans (so long as C-III remains a Servicer) or to the Waterfall Account. In connection with each principal payment Principal Payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If Neither Seller nor any Income is received by Seller, Pledgor, Guarantor Servicer shall deposit or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver such Income for deposit into cause to be deposited to the Waterfall Account cash or cash proceeds other than Income or other payments required to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Sellerbe deposited therein under the Repurchase Documents.”
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Exantas Capital Corp.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices each Servicer Letter Agreement shall cause Servicer or otherwise cause the Underlying Obligors under the Purchased Assets Interim Servicer and all other applicable Persons to, deposit all Income for the related Pricing Period in respect of the Purchased Assets into the Waterfall Account in accordance with Section 5.01 hereof on no later than (2) Business Days prior to each Remittance Date, subject to the day remittance schedule of the related payments are duePurchase Agreement with respect to any Purchased Assets serviced by an Interim Servicer. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, the Servicer Letter Agreement and (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice the Servicer Letter Agreement without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor or Guarantorthereof, Seller shall pay or deliver or cause to be delivered such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase Agreement and Securities Contract (Altisource Residential Corp)
Delivery of Income. Seller shall andshall, pursuant to Irrevocable Redirection Notices or otherwise cause Notices, direct the Underlying Obligors under the Purchased Assets and all other applicable Persons to, (including any bank or financial institution holding any Income under the terms of the Mortgage Loan Documents) to deposit all Income in respect payable to Seller as lender or holder under the terms of the Mortgage Loan Documents for the Purchased Assets or as holder of the Permitted Assets, as applicable, into an account held by the Servicer or the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due, payable or required or permitted to be disbursed under the terms of the related Mortgage Loan Documents. Within five (5) Business Days of the related Purchase Date, Seller shall use its commercially reasonable efforts to deliver to Buyer an Irrevocable Redirection Notice with respect to each Purchased Asset (other than Permitted Assets), as applicable, fully executed by each Underlying Obligor or other applicable Person. In no event shall Seller direct any Underlying Obligor or other applicable Persons with respect to a Purchased Asset to direct funds to any account other than the Waterfall Account or an account held by Servicer (so long as Servicer is Xxxxx), as applicable. To the extent Seller or any Affiliate of Seller receives any Income directly, Seller or such Affiliate shall hold such Income in trust for Buyer, segregated from other funds of Seller and its Affiliates, until delivered to the Waterfall Account or an account of the Servicer (so long as the Servicer is Xxxxx) in accordance with the terms hereof. Seller shall deposit, or cause to be deposited, such amounts into the Servicer Account within two (2) Business Days of receipt thereof. Seller shall cause Servicer to remit all Income (other than amounts permitted to be withheld by the Servicer in accordance with the terms of the Servicing Agreement) in the Servicer Account to the Waterfall Account within two (2) Business Days of the receipt thereof (provided, however, if the Servicer is Xxxxx or an Affiliate thereof, then the Servicer shall only be required to remit to the Waterfall Account once each month, on the date set forth in the Servicing Agreement and the failure of the Servicer to make such remittance shall not be an Event of Default hereunder). Seller shall (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s prior written consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection NoticeNotice and (d) shall obtain such additional executed Irrevocable Redirection Notices as may be required to ensure all Income is directed to the Servicer (if the Servicer is Xxxxx) or the Waterfall Account. In connection with each principal payment Principal Payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If Neither Seller nor any Income is received by Seller, Pledgor, Guarantor Servicer shall deposit or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver such Income for deposit into cause to be deposited to the Waterfall Account or the Liquidity Reserve Accounts cash or cash proceeds other than Income or other payments required to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Sellerbe deposited therein under the Repurchase Documents.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (NorthStar Real Estate Income Trust, Inc.)
Delivery of Income. Unless otherwise agreed to by Buyer in writing, each Servicing Agreement and/or the related Servicer Notice shall require, and Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise cause the Underlying Obligors under the Purchased Assets and all other applicable Persons Servicer to, deposit transfer all Income in respect of the for each Purchased Assets Asset into the Waterfall Account in accordance with Section 5.01 hereof on hereof. Following the day occurrence and during the related payments are duecontinuance of an Event of Default, Buyer may deliver Irrevocable Redirection Notices to the Underlying Obligors. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Noticeshall, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In in connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor any Seller Party or any Affiliate of Seller, Pledgor or Guarantorany Seller Party, Seller shall pay or deliver shall, subject to the applicable provisions of the related Servicing Agreement and the Servicer Notice, directly deposit such Income for deposit into the Waterfall Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivereddeposited, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Claros Mortgage Trust, Inc.)
Delivery of Income. If any Income is received by any Servicer, any Relevant Party or Affiliate thereof, Seller shall andcause such Income to be delivered as provided in Section 5.01(b). Seller shall, and pursuant to Irrevocable Redirection Notices or otherwise cause the Underlying Obligors under the Purchased Assets each Servicer Side Letter shall cause, each Servicer and Interim Servicer and all other applicable Persons to, deposit remit all Income received in respect of the Purchased Underlying Assets into the Waterfall Collection Account in accordance with Section 5.01 hereof on hereof. Seller shall, and pursuant to each Servicer Side Letter shall cause each Servicer to hold all Escrow Payments received in respect of the day the related payments are dueUnderlying Assets in segregated trust accounts. Seller and Servicer (a) each Underlying Entity shall comply with and take all reasonable steps to enforce each Irrevocable Redirection Notice, (b) Servicing Agreement and related Servicer Side Letter. None of Seller nor any Underlying Entity shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice Servicing Agreement in any manner that could reasonably be expected to have (i) a Material Adverse Effect or (ii) an adverse effect on (x) any Underlying Asset serviced under such Servicing Agreement, (y) Buyer’s rights under this Agreement or the other Repurchase Documents, or (z) the furtherance of the purposes under any Repurchase Document, in each case, without Buyer’s prior written consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment Principal Payment or prepayment under a Purchased made with respect to an Underlying Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Underlying Asset to which such payment applies. If Seller or any Underlying Entity receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Underlying Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase Agreement and Securities Contract (AG Mortgage Investment Trust, Inc.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices each Servicer Letter Agreement shall cause Servicer or otherwise cause the Underlying Obligors under the Purchased Assets Interim Servicer and all other applicable Persons to, deposit all Income for the related Pricing Period in respect of the Purchased Underlying Assets into the Waterfall Account in accordance with Section 5.01 hereof on no later than (2) Business Days prior to each Remittance Date, subject to the day remittance schedule of the related payments are duePurchase Agreement with respect to any Underlying Assets serviced by an Interim Servicer. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, the Servicer Letter Agreement and (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice the Servicer Letter Agreement without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Underlying Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Underlying Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Underlying Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor or Guarantorthereof, Seller shall pay or deliver or cause to be delivered such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase Agreement and Securities Contract (Altisource Residential Corp)
Delivery of Income. Seller shall andcause each Underlying Obligor with respect to each Purchased Asset (and/or, pursuant if applicable, the related administrative agent or paying agent with respect to Irrevocable Redirection Notices or otherwise cause the Underlying Obligors under a Senior Interest) to be instructed to remit all Income relating to the Purchased Assets to the Servicing Agreement Account. Each Servicer Notice shall require, and all other applicable Persons Seller shall cause Servicer to, deposit transfer all Income in respect of the for each Purchased Assets Asset into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are duedue in accordance with the term so the Servicing Agreement and the related Servicer Notice. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Noticeshall, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In in connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver deposit such Income for deposit into the Waterfall Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivereddeposited, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Starwood Credit Real Estate Income Trust)
Delivery of Income. Seller shall andshall, pursuant to Irrevocable Redirection Notices or otherwise cause Notices, direct the Underlying Obligors under the Purchased Assets and all other applicable Persons to, (including any bank or financial institution holding any Income under the terms of the Mortgage Loan Documents) to deposit all Income in respect payable to Seller as lender or holder under the terms of the Mortgage Loan Documents for the Purchased Assets into an account held by the Servicer or the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due, payable or required or permitted to be disbursed under the terms of the related Mortgage Loan Documents. Within five (5) Business Days of the related Purchase Date, Seller shall use its commercially reasonable efforts to deliver to Buyer an Irrevocable Redirection Notice with respect to each Purchased Asset, fully executed by each Underlying Obligor or other applicable Person. In no event shall Seller direct any Underlying Obligor with respect to a Purchased Asset to direct funds to any account other than the Waterfall Account or an account held by Servicer (so long as Servicer is Wxxxx). To the extent Seller or any Affiliate of Seller receives any Income directly, Seller or such Affiliate shall hold such Income in trust for Buyer, segregated from other funds of Seller and its Affiliates, until delivered to the Waterfall Account or an account of the Servicer (so long as the Servicer is Wxxxx) in accordance with the terms hereof. Seller shall deposit, or cause to be deposited, such amounts into the Servicer Account within two (2) Business Days of receipt thereof. Seller shall cause Servicer to remit all Income (other than amounts permitted to be withheld by the Servicer in accordance with the terms of the Servicing Agreement) in the Servicer Account to the Waterfall Account within two (2) Business Days of the receipt thereof (provided, however, if the Servicer is Wxxxx or an Affiliate thereof, then the Servicer shall only be required to remit to the Waterfall Account once each month, on the date set forth in the Servicing Agreement and the failure of the Servicer to make such remittance shall not be an Event of Default hereunder). Seller shall (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s prior written consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection NoticeNotice and (d) shall obtain such additional executed Irrevocable Redirection Notices as may be required to ensure all Income is directed to the Servicer (if the Servicer is Wxxxx) or the Waterfall Account. In connection with each principal payment Principal Payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If Neither Seller nor any Income is received by Seller, Pledgor, Guarantor Servicer shall deposit or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver such Income for deposit into cause to be deposited to the Waterfall Account cash or cash proceeds other than Income or other payments required to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Sellerbe deposited therein under the Repurchase Documents.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Resource Capital Corp.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit remit all Income in respect of the Purchased Assets into either one of the Servicing Agreement Accounts or the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller Seller, Servicer and Sub-Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Custodial Agreement (Starwood Property Trust, Inc.)
Delivery of Income. Seller shall andshall, pursuant to Irrevocable Redirection Notices or otherwise cause Notices, direct the Underlying Obligors under the Purchased Assets and all other applicable Persons to, (including any bank or financial institution holding any Income under the terms of the Mortgage Loan Documents) to deposit all Income in respect payable to Seller as lender or holder under the terms of the Mortgage Loan Documents for the Purchased Assets into the General Servicing Account or the Servicer Account (or, to the extent specified in Section 8.09 or as otherwise expressly provided in the Repurchase Documents, the Waterfall Account in accordance with Section 5.01 hereof Account) on the day the related payments are due, payable or required or permitted to be disbursed under the terms of the related Mortgage Loan Documents. In no event shall Seller or Servicer direct any Underlying Obligor with respect to a Purchased Asset to direct funds to any account other than the General Servicing Account or the Servicer Account (or, to the extent specified in Section 8.09 or as otherwise expressly provided in the Repurchase Documents, the Waterfall Account). To the extent Seller or any Affiliate of Seller (other than Servicer) receives any Income directly, Seller or such Affiliate shall hold such Income in trust for Buyer, segregated from other funds of Seller and its Affiliates, until delivered to the Servicer Account (or, in the case of Interest Rate Protection Agreements entered into by Seller, the Waterfall Account) in accordance with the terms hereof. Seller shall deposit, or cause to be deposited, such amounts into the Servicer Account (or, in the case of Interest Rate Protection Agreements entered into by Seller, the Waterfall Account) within two (2) Business Days of receipt thereof. Seller shall cause Servicer to deposit all Income received by Servicer (or any Affiliate Servicer) in respect of the Purchased Assets directly into the General Servicing Account within one (1) Business Day of the receipt thereof. Seller shall also cause Servicer to remit all Income (other than, if Xxxxx is acting as Servicer, the amounts permitted to be retained by Xxxxx under the terms of the Servicing Agreement) in the General Servicing Account to the Servicer Account within one (1) Business Day of the deposit or required deposit of funds into the General Servicing Account and then to remit from the Servicer Account to the Waterfall Account within two (2) Business Days of the deposit or required deposit of such funds into the Servicer Account (provided that, if Xxxxx is acting as Servicer, then Xxxxx shall be permitted to remit such amounts to the Waterfall Account on a monthly basis on the date set forth in the Servicing Agreement for remittance of funds). Seller shall (a) shall comply with and use commercially reasonable efforts to enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s prior written consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection NoticeNotice and (d) obtain such additional executed Irrevocable Redirection Notices as may be required to ensure all Income is directed to the General Servicing Account, the Servicer Account or the Waterfall Account, as applicable. In connection with each principal payment Principal Payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If Neither Seller nor any Income is received by Seller, Pledgor, Guarantor Servicer shall deposit or any Affiliate of Seller, Pledgor cause to be deposited to the Servicer Account or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account cash or cash proceeds other than Income or other payments required to Buyer within two be deposited therein under the Repurchase Documents. Master Repurchase and Securities Contract (2Xxxxx Fargo/CIM Real Estate) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.CHAR1\1716309v16
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Cim Real Estate Finance Trust, Inc.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit all Income in respect of the Purchased Assets into the Waterfall Servicing Agreement Account in accordance with Section 5.01 hereof on the day the related payments are duedue except, with respect to Income payable in connection with the Original Purchased Assets, all Income shall be transferred to the Servicing Agreement Account in accordance with the requirements of the Servicing Agreement. Seller Seller, Servicer and Sub-Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consentconsent in its discretion, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately promptly deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver deliver, or cause to be paid or delivered, such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two three (23) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Dividend Capital Total Realty Trust Inc.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit all Income in respect of the Purchased Assets into the Servicing Agreement Account or the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller Seller, Servicer and Sub-Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor Seller or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Starwood Property Trust, Inc.)
Delivery of Income. Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise and shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit remit all Income in respect of the Purchased Assets to Servicer for prompt deposit by Servicer into the Servicer Account, and Seller shall cause Servicer to transfer all such Income into the Waterfall Account in accordance with Section 5.01 hereof on hereof. Following the day occurrence of an Event of Default, Buyer shall deliver Irrevocable Redirection Notices to the related payments are dueUnderlying Obligors. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian Servicer sufficient detail to enable Buyer and Custodian Servicer to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver such Income to Servicer for deposit into the Waterfall Servicer Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase Agreement and Securities Contract (Granite Point Mortgage Trust Inc.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit all Income in respect of the Purchased Assets into the Waterfall Servicing Agreement Account or the Collection Account in accordance with Section 5.01 hereof on the day the related payments are due. Seller Seller, Servicer and Sub-Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consentconsent in its discretion, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor Seller or any Affiliate of Seller, Pledgor or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Buyer on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Starwood Property Trust, Inc.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise shall cause the applicable Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit remit all Income in respect of the Purchased Assets to Servicer for immediate deposit by Servicer into the Servicer Account or, in the case of an in-place lockbox account into which any related Mortgagor or other Underlying Obligor is required to remit Income, into such lockbox account, which shall then be transferred into the Servicer Account, and Seller shall cause Servicer to transfer all such Income into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are duehereof. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian Servicer sufficient detail to enable Buyer and Custodian Servicer to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Servicer Account to Buyer Servicer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (AG Mortgage Investment Trust, Inc.)
Delivery of Income. Seller shall and, pursuant deliver to Agent a Irrevocable Redirection Notices Notice executed by Seller with respect to the Purchased Asset which requires the underlying agent or otherwise cause lead lender for the Purchased Asset or if the Underlying Obligors Obligor makes payment directly to lenders, such Underlying Obligor under the Purchased Assets Asset and all other applicable Persons to, deposit all Income in respect of the Purchased Assets Asset into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are duehereof. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without BuyerAgent’s consent, and (c) shall take all commercially reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a the Purchased Asset, Seller shall provide or cause to be provided to Buyer Agent and Custodian sufficient detail to enable Buyer Agent and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any the Purchased AssetsAsset, or otherwise in respect thereof, Seller shall accept the same as agent of Agent and each Buyer’s agent, hold the same in trust for Buyer Agent and immediately deliver the same to Buyer Agent or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer Agent shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor Seller or Guarantor, Seller shall pay or deliver such Income for deposit into the Waterfall Account to Agent on behalf of Agent and each Buyer or Custodian within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Agent and each Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Blackstone Mortgage Trust, Inc.)
Delivery of Income. Seller shall andshall, and pursuant to Irrevocable Redirection Notices or otherwise each Servicer Letter Agreement shall cause the Underlying Obligors under the Purchased Assets Servicer and all other applicable Persons to, deposit all Income for the related Pricing Period in respect of the Purchased Assets into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are dueno later than two (2) Business Days prior to each Remittance Date. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Notice, the Servicer Letter Agreement and (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice the Servicer Letter Agreement without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor or any Affiliate of Seller, Pledgor or Guarantorthereof, Seller shall pay or deliver or cause to be delivered such Income for deposit into the Waterfall Account to Buyer or Custodian on behalf of Buyer within two (2) Business Days after receipt, and, until so paid or delivered, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase Agreement and Securities Contract (Home Loan Servicing Solutions, Ltd.)
Delivery of Income. Unless otherwise agreed to by Buyer in writing, each Servicing Agreement and/or the related Servicer Notice shall require, and Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise cause the Underlying Obligors under the Purchased Assets and all other applicable Persons Servicer to, deposit transfer all Income in respect of for each Purchased Asset from the Purchased Assets into Servicer Account to the Waterfall Account in accordance with Section 5.01 hereof on hereof. Following the day occurrence and during the related payments are duecontinuance of an Event of Default, Buyer may deliver Irrevocable Redirection Notices to the Underlying Obligors. Seller and Servicer (a) shall comply with and enforce each Irrevocable Redirection Noticeshall, (b) shall not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer’s consent, and (c) shall take all reasonable steps to enforce each Irrevocable Redirection Notice. In in connection with each principal payment or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer and Custodian sufficient detail to enable Buyer and Custodian to identify the Purchased Asset to which such payment applies. If Seller receives any rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any Purchased Assets, or otherwise in respect thereof, Seller shall accept the same as Buyer’s agent, hold the same in trust for Buyer and immediately deliver the same to Buyer or its designee in the exact form received, together with duly executed instruments of transfer, stock powers or assignment in blank and such other documentation as Buyer shall reasonably request. If any Income is received by Seller, Pledgor, Guarantor any Seller Party or any Affiliate of Seller, Pledgor or Guarantorany Seller Party, Seller shall pay or deliver shall, subject to the applicable provisions of the related Servicing Agreement and the Servicer Notice, deposit such Income for deposit into the Waterfall Account to Buyer within two (2) Business Days after receipt, and, until so paid or delivereddeposited, hold such Income in trust for Buyer, segregated from other funds of Seller.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Seven Hills Realty Trust)