Delivery of Income. Seller shall, pursuant to Irrevocable Redirection Notices, direct the Underlying Obligors and all other applicable Persons (including any bank or financial institution holding any Income under the terms of the Mortgage Loan Documents) to deposit all Income 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 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 Xxxxx). 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) comply with and enforce each Irrevocable Redirection Notice, (b) not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer's prior written consent, (c) take all reasonable steps to enforce each Irrevocable Redirection Notice 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 or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer sufficient detail to enable Buyer 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. Neither Seller nor any Servicer shall deposit or cause to be deposited to the Waterfall Account cash or cash proceeds other than Income or other payments required to be deposited therein under the Repurchase Documents.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Exantas Capital Corp.)
Delivery of Income. The Seller shall, pursuant to Irrevocable Redirection Notices, direct the Underlying Obligors and all other applicable Persons (including any bank or financial institution holding any Income under the terms of the Mortgage Loan Documents) to shall deposit all Income payable to Seller as lender or holder under the terms received in respect of the Mortgage Loan Documents for the Purchased Assets into an account held by the Servicer or the Waterfall 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. 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 Xxxxx). 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 Items into the Servicer Collection Account within two three (23) Business Days of receipt thereof. The Seller shall cause Servicer to remit instruct all Income (other than amounts permitted to be withheld by the Servicer in accordance with the terms of Servicers under the Servicing Agreement) in Agreement and PSA Servicers under the Servicer Account Pooling and Servicing Agreements to deposit into the Waterfall Collection Account within two three (23) Business Days of the receipt thereof (provideddate the Servicers and PSA Servicers, howeverrespectively, if are obligated to disburse the Servicer is Xxxxx or an Affiliate thereof, then same under the Servicer Servicing Agreements and Pooling and Servicing Agreements all Income in respect of the Purchased Items and the Seller shall only be required take reasonable steps to remit enforce such instructions. The Seller will instruct and cause the counterparties under Interest Rate Protection Agreements to deposit any payments due to the Waterfall Seller from time to time under the Interest Rate Protection Agreements into the Collection Account once each month, on within three (3) Business Days of the date set forth in the Servicing Agreement such Person is obligated to disburse same and the failure of the Servicer to make such remittance shall not be an Event of Default hereunder). Seller shall (a) take reasonable steps to enforce such instructions. The Seller shall comply with and enforce each Irrevocable Servicer Redirection Notice, (b) Notice and shall not amend, modify, waive, terminate amend or revoke any Irrevocable such Servicer Redirection Notice without Buyer's prior written the Purchaser’s consent, (c) take all reasonable steps to enforce each Irrevocable Redirection Notice and (d) . The Seller shall obtain such promptly provide the Purchaser with additional executed Irrevocable Servicer Redirection Notices as may be required to ensure all Income is directed to the Servicer (if extent requested by the Servicer is Xxxxx) Purchaser or to the Waterfall Accountextent of any changes in the servicing of a Purchased Asset since the Purchase Date. In connection with each Principal Payment principal payment or prepayment under a Purchased Asset, the Seller shall provide remit or cause to be provided remitted to Buyer the Purchaser sufficient detail to enable Buyer the Purchaser to appropriately identify the Purchased Asset to which such any full or partial principal payment or prepayment 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. Neither Seller nor any Servicer shall deposit or cause to be deposited to the Waterfall Account cash or cash proceeds other than Income or other payments required to be deposited therein under the Repurchase Documents.
Appears in 1 contract
Samples: Master Repurchase Agreement (Quadra Realty Trust, Inc.)
Delivery of Income. The Seller shall, pursuant to Irrevocable Redirection Notices, direct the Underlying Obligors shall deposit and cause all Servicers and other applicable Persons (including any bank or financial institution holding any Income under the terms of the Mortgage Loan Documents) to deposit all Income 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 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 Xxxxx). 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 received into the Servicer Collection Account within two (2) Business Days of receipt thereof. The Seller shall instruct and cause Servicer all PSA Servicers and other applicable Persons under the Pooling and Servicing Agreements to remit deposit all Income (other than amounts permitted to be withheld by into the Servicer in accordance with the terms of the Servicing Agreement) in the Servicer Account to the Waterfall Collection Account within two (2) Business Days of the receipt thereof (provided, however, if date the PSA Servicer is Xxxxx or an Affiliate thereof, then obligated to disburse the Servicer same under the Pooling and Servicing Agreements and the Seller shall only be required take reasonable steps necessary to remit enforce such instructions. The Seller will instruct and cause the counterparties under Interest Rate Protection Agreements to deposit any payments due to the Waterfall Seller from time to time under the Interest Rate Protection Agreements into the Collection Account once each month, on within two (2) Business Days of the date set forth in the Servicing Agreement such Person is obligated to disburse same and the failure of the Servicer to make such remittance shall not be an Event of Default hereunder). Seller shall (a) take reasonable steps to enforce such instructions. The Seller shall comply with and enforce each Irrevocable Servicer Redirection Notice, (b) Notice and shall not amend, modify, waive, terminate amend or revoke any Irrevocable such Servicer Redirection Notice without Buyer's prior written Deal Agent’s consent, (c) take all reasonable steps to enforce each Irrevocable Redirection Notice and (d) . The Seller shall obtain such promptly provide the Deal Agent with additional executed Irrevocable Servicer Redirection Notices as may be required to ensure all Income is directed to the Servicer (if extent requested by the Servicer is Xxxxx) Deal Agent or to the Waterfall Accountextent of any changes in the servicing of a Purchased Asset since the Purchase Date. In connection with each Principal Payment principal payment or prepayment under a Purchased Asset, the Seller shall provide remit or cause to be provided remitted to Buyer the Deal Agent sufficient detail to enable Buyer the Deal Agent to appropriately identify the Purchased Asset to which such any full or partial principal payment or prepayment 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. Neither Seller nor any Servicer shall deposit or cause to be deposited to the Waterfall Account cash or cash proceeds other than Income or other payments required to be deposited therein under the Repurchase Documents.
Appears in 1 contract
Samples: Master Repurchase Agreement (Municipal Mortgage & Equity LLC)
Delivery of Income. Seller shall, pursuant to Irrevocable Redirection Notices, direct the Underlying Obligors and all other applicable Persons (including any bank or financial institution holding any Income under the terms of the Mortgage Loan Documents) to deposit all Income 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 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 Xxxxx). 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) comply with and enforce each Irrevocable Redirection Notice, (b) not amend, modify, waive, terminate or revoke any Irrevocable Redirection Notice without Buyer's ’s prior written consent, (c) take all reasonable steps to enforce each Irrevocable Redirection Notice 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 or prepayment under a Purchased Asset, Seller shall provide or cause to be provided to Buyer sufficient detail to enable Buyer 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 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. Neither Seller nor any Servicer shall deposit or cause to be deposited to the Waterfall Account cash or cash proceeds other than Income or other payments required to be deposited therein under the Repurchase Documents.
Appears in 1 contract
Samples: Master Repurchase and Securities Contract (Northstar Realty Finance Corp.)