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

Delivery of Mortgage Documents; Custody of Mortgage Loans. (a) CIT Consumer Finance shall deliver or cause to be delivered to the Trustee or the Custodian as designee of the Trustee on the Closing Date, with respect to each Mortgage Loan, the original Note endorsed in blank (and any modification or amendment thereto), the original Mortgage with evidence of recording indicated thereon (except for any Mortgage which has been lost or which was not returned from the public recording office, a copy of which (together with a certificate that the original of such Mortgage was delivered to such recording office) shall be delivered initially and the original of which shall be delivered to the Trustee or the Custodian as designee of the Trustee as soon as the same is available to CIT Consumer Finance), assignments in blank of the related Mortgage in recordable form and, if applicable, any riders or modifications to such Note and Mortgage, any title insurance policies with respect to such Mortgage and any assumption or modification agreement (collectively, the "Mortgage Documents"). The Trustee shall cause the Custodian, on the Closing Date, to deliver to the Trustee and the Master Servicer a Receipt of Notes pursuant to the Custodial Agreement. For certain Mortgage Loans transferred by the Depositor to the Trust, CIT Consumer Finance may deliver to the Trustee or the Custodian as designee of the Trustee, in lieu of the original Note, (i) a new promissory note signed by the borrower confirming its obligation under the original Note (a "Confirmatory Note"), or (ii) an affidavit of the applicable Seller certifying that such Seller or the Depositor was the sole owner of the indebtedness evidenced by such note and the original thereof has been lost or destroyed. CIT Consumer Finance hereby indemnifies the Trust against any loss, liability, damage, claim or expense resulting from CIT Consumer Finance's failure to deliver to the Trustee or its designee the original Note or Confirmatory Note. Such indemnification shall be terminated if CIT Consumer Finance subsequently delivers the original Note or a Confirmatory Note. If CIT Consumer Finance delivers such a lost note affidavit or fails to deliver any assumption and modification agreement, within 90 days after the Closing Date, it shall deliver to the Trustee or the Custodian as designee of the Trustee either the original Note or Confirmatory Note and assumption and modification agreement, as applicable, or an opinion of counsel satisfactory to the Trustee from counsel admitted to practice in the jurisdiction in which the related Mortgaged Property is located to the effect that the absence of the originals of such documents will not preclude the Master Servicer from initiating or prosecuting to completion any foreclosure proceeding with respect to such Mortgaged Property. If CIT Consumer Finance does not deliver such documents or an opinion of counsel within such 90-day period, it shall be required to use its best reasonable efforts to substitute another Mortgage Loan or, if it is unable to make such substitution, to repurchase the original Mortgage Loan at the Purchase Price, in each case in accordance with the procedures and requirements of Section 3.05(b). (b) Subject to the terms and conditions of this Section 4.01, the Trustee shall cause the Custodian, pursuant to the Custodial Agreement, to act as custodian of the Files for the benefit of the Certificateholders. (c) The Trustee agrees to cause the Custodian, pursuant to the Custodial Agreement, to maintain the related Files at one of its offices as the Custodian and the Master Servicer may from time to time agree. (d) The Trustee shall cause the Custodian to perform the following powers and duties: (i) hold the Files on behalf of the Certificateholders, maintain accurate records pertaining to each Mortgage Loan to enable the Master Servicer to comply with the terms and conditions of this Agreement, maintain a current inventory thereof, conduct periodic physical inspections of the Files held by it under this Agreement and certify in writing to the Master Servicer upon request that it continues to maintain possession of such Files; (ii) implement policies and procedures with respect to persons authorized to have access to the Files and the receipting for Files taken from their storage area by a Servicing Officer for purposes of servicing or any other purposes; (iii) maintain custody of the Files on behalf of the Certificateholders; and (iv) make originals of any document in the Files available to the Master Servicer to enforce the Mortgage Loans. (e) In performing its duties under this Section 4.01, the Trustee agrees to cause the Custodian to exercise that degree of skill and care, consistent with the same degree of skill and care that financial institutions acting in comparable capacities would exercise or use under the circumstances in the conduct of its own affairs with respect to similar Mortgage Loans. Subject to Section 11.03, the Trustee, in performing its duties under this Section 4.01, shall have liability for its own negligent action, its own negligent failure to act or its own willful misconduct.

Delivery of Mortgage Documents; Custody of Mortgage Loans. (a) CIT Consumer Finance shall deliver or cause to be delivered to the Trustee or the Custodian as designee Trustee, within 90 days of the Trustee on the Closing Date, with respect to each Mortgage Loan, the original Note endorsed in blank (and any modification or amendment thereto), the original Mortgage with evidence of recording indicated thereon (except for any Mortgage which has been lost or which was not returned from the public recording office, a copy of which (together with a certificate that the original of such Mortgage was delivered to such recording office) shall be delivered initially and the original of which shall be delivered to the Trustee or the Custodian as designee of the Trustee as soon as the same is available to CIT Consumer Finance), assignments in blank of the related Mortgage in recordable form and, if applicable, any riders or modifications to such Note and Mortgage, any title insurance policies with respect to such Mortgage and any assumption or modification agreement (collectively, the "Mortgage DocumentsMortgage Documents"). The Trustee shall cause the Custodian, on the Closing Date, to deliver to the Trustee and the Master Servicer a Receipt of Notes pursuant to the Custodial Agreement. For certain Mortgage Loans transferred by the Depositor Company to the Trust, CIT Consumer Finance may deliver to the Trustee or the Custodian as designee of the Trustee, in lieu of the original Note, (i) a new promissory note signed by the borrower confirming its obligation under the original Note (a "Confirmatory Note"), or (ii) an affidavit of the applicable Seller certifying that such the Seller or the Depositor Company was the sole owner of the indebtedness evidenced by such note and the original thereof has been lost or destroyed. CIT Consumer Finance The Seller hereby indemnifies the Trust against any loss, liability, damage, claim or expense resulting from CIT Consumer Finance's failure to deliver to the Trustee or its designee the original Note or Confirmatory Note. Such indemnification shall be terminated if CIT Consumer Finance subsequently delivers the original Note or a Confirmatory Note. If CIT Consumer Finance delivers such a lost note affidavit or fails to deliver any assumption and modification agreement, within 90 days after the Closing Date, it shall deliver to the Trustee or the Custodian as designee of the Trustee either the original Note or Confirmatory Note and assumption and modification agreement, as applicable, or an opinion of counsel satisfactory to the Trustee from counsel admitted to practice in the jurisdiction in which the related Mortgaged Property is located to the effect that the absence of the originals of such documents will not preclude the Master Servicer from initiating or prosecuting to completion any foreclosure proceeding with respect to such Mortgaged Property. If CIT Consumer Finance does not deliver such documents or an opinion of counsel within such 90-day period, it shall be required to use its best reasonable efforts to substitute another Mortgage Loan or, if it is unable to make such substitution, to repurchase the original Mortgage Loan at the Purchase Price, in each case in accordance with the procedures and requirements of Section 3.05(b). (b) Subject to the terms and conditions of this Section 4.01, the Trustee shall cause the Custodian, pursuant to the Custodial Agreement, to act as custodian of the Files for the benefit of the Certificateholders. (c) The Trustee agrees to cause the Custodian, pursuant to the Custodial Agreement, to maintain the related Files at one of its offices as the Custodian Trustee and the Master Servicer may from time to time agree. (d) The As custodian, the Trustee shall cause the Custodian to have and perform the following powers and duties: (i) hold the Files on behalf of the Certificateholders, maintain accurate records pertaining to each Mortgage Loan to enable the Master Servicer to comply with the terms and conditions of this Agreement, maintain a current inventory thereof, conduct periodic annual physical inspections of the Files held by it under this Agreement and certify in writing to the Master Servicer upon request annually that it continues to maintain possession of such Files; (ii) implement policies and procedures in writing and signed by a Servicing Officer, with respect to persons authorized to have access to the Files and the receipting for Files taken from their storage area by a Servicing Officer an employee of the Master Servicer for purposes of servicing or any other purposes; (iii) maintain custody of the Files on behalf of the Certificateholders; and (iv) make originals of any document in the Files available to the Master Servicer to enforce the Mortgage Loans. (e) In performing its duties under this Section 4.01, the Trustee agrees to cause the Custodian to exercise that degree of skill and care, consistent with the same degree of skill and care that financial institutions acting in comparable capacities a prudent person would exercise or use under the circumstances in the conduct of its his own affairs with respect to similar Mortgage Loans. Subject to Section 11.03, no provision of this Agreement shall be construed to relieve the Trustee, Trustee in performing its duties under this Section 4.01, shall have 4.01 from liability for its own negligent action, its own negligent failure to act or its own willful misconduct.

Delivery of Mortgage Documents; Custody of Mortgage Loans. (a) CIT Consumer Finance shall deliver or cause to be delivered to the Trustee or the Custodian as designee Trustee, within 90 days of the Trustee on the Closing Date, with respect to each Mortgage Loan, the original Note endorsed in blank (and any modification or amendment thereto), the original Mortgage with evidence of recording indicated thereon (except for any Mortgage which has been lost or which was not returned from the public recording office, a copy of which (together with a certificate that the original of such Mortgage was delivered to such recording office) shall be delivered initially and the original of which shall be delivered to the Trustee or the Custodian as designee of the Trustee as soon as the same is available to CIT Consumer Finance), assignments in blank of the related Mortgage in recordable form and, if applicable, any riders or modifications to such Note and Mortgage, any title insurance policies with respect to such Mortgage and any assumption or modification agreement (collectively, the "Mortgage Documents"). The Trustee shall cause the Custodian, on the Closing Date, to deliver to the Trustee and the Master Servicer a Receipt of Notes pursuant to the Custodial Agreement. For certain Mortgage Loans transferred by the Depositor Company to the Trust, CIT Consumer Finance may deliver to the Trustee or the Custodian as designee of the Trustee, in lieu of the original Note, (i) a new promissory note signed by the borrower confirming its obligation under the original Note (a "Confirmatory Note"), or (ii) an affidavit of the applicable Seller certifying that such the Seller or the Depositor Company was the sole owner of the indebtedness evidenced by such note and the original thereof has been lost or destroyed. CIT Consumer Finance The Seller hereby indemnifies the Trust against any loss, liability, damage, claim or expense resulting from CIT Consumer Finance's failure to deliver to the Trustee or its designee the original Note or Confirmatory Note. Such indemnification shall be terminated if CIT Consumer Finance subsequently delivers the original Note or a Confirmatory Note. If CIT Consumer Finance delivers such a lost note affidavit or fails to deliver any assumption and modification agreement, within 90 days after the Closing Date, it shall deliver to the Trustee or the Custodian as designee of the Trustee either the original Note or Confirmatory Note and assumption and modification agreement, as applicable, or an opinion of counsel satisfactory to the Trustee from counsel admitted to practice in the jurisdiction in which the related Mortgaged Property is located to the effect that the absence of the originals of such documents will not preclude the Master Servicer from initiating or prosecuting to completion any foreclosure proceeding with respect to such Mortgaged Property. If CIT Consumer Finance does not deliver such documents or an opinion of counsel within such 90-day period, it shall be required to use its best reasonable efforts to substitute another Mortgage Loan or, if it is unable to make such substitution, to repurchase the original Mortgage Loan at the Purchase Price, in each case in accordance with the procedures and requirements of Section 3.05(b). (b) Subject to the terms and conditions of this Section 4.01, the Trustee shall cause the Custodian, pursuant to the Custodial Agreement, to act as custodian of the Files for the benefit of the Certificateholders. (c) The Trustee agrees to cause the Custodian, pursuant to the Custodial Agreement, to maintain the related Files at one of its offices as the Custodian Trustee and the Master Servicer may from time to time agree. (d) The As custodian, the Trustee shall cause the Custodian to have and perform the following powers and duties: (i) hold the Files on behalf of the Certificateholders, maintain accurate records pertaining to each Mortgage Loan to enable the Master Servicer to comply with the terms and conditions of this Agreement, maintain a current inventory thereof, conduct periodic annual physical inspections of the Files held by it under this Agreement and certify in writing to the Master Servicer upon request annually that it continues to maintain possession of such Files; (ii) implement policies and procedures in writing and signed by a Servicing Officer, with respect to persons authorized to have access to the Files and the receipting for Files taken from their storage area by a Servicing Officer an employee of the Master Servicer for purposes of servicing or any other purposes; (iii) maintain custody of the Files on behalf of the Certificateholders; and (iv) make originals of any document in the Files available to the Master Servicer to enforce the Mortgage Loans. (e) In performing its duties under this Section 4.01, the Trustee agrees to cause the Custodian to exercise that degree of skill and care, consistent with the same degree of skill and care that financial institutions acting in comparable capacities a prudent person would exercise or use under the circumstances in the conduct of its his own affairs with respect to similar Mortgage Loans. Subject to Section 11.03, the Trustee, in performing its duties under this Section 4.01, shall have liability for its own negligent action, its own negligent failure to act or its own willful misconduct.

Delivery of Mortgage Documents; Custody of Mortgage Loans. (a) CIT Consumer Finance shall deliver or cause to be delivered to the Trustee or the Custodian as designee of the Trustee on the Closing Date, [with respect to each Initial Mortgage Loan (except that, in the case of any Delayed Delivery Mortgage Loans, such delivery may take place within twenty (20) days following the Closing Date), or the related Subsequent Transfer Date, with respect to each Subsequent Mortgage Loan, the original Note endorsed in blank (and any modification or amendment thereto), ,] the original Mortgage with evidence of recording indicated thereon (except for any Mortgage which has been lost or which was not returned from the public recording office, a copy of which (together with a certificate that the original of such Mortgage was delivered to such recording office) shall be delivered initially and the original of which shall be delivered to the Trustee or the Custodian as designee of the Trustee as soon as the same is available to CIT Consumer Finance), assignments in blank of the related Mortgage in recordable form and, if applicable, any riders or modifications to such Note and Mortgage, any title insurance policies documents (which may be evidenced by title insurance policies, binders, title commitments, title reports or other indicia of title insurance provided by the title insurance company) with respect to such Mortgage and any assumption or modification agreement (collectively, the "Mortgage Documents"). The Trustee shall cause the Custodian, on the Closing Date [and any Subsequent Transfer Date], to deliver to the Trustee and the Master Servicer a Receipt of Notes pursuant to the Custodial Agreement. For certain Mortgage Loans transferred by the Depositor to the Trust, CIT Consumer Finance may deliver to the Trustee or the Custodian as designee of the Trustee, in lieu of the original Note, (i) a new promissory note signed by the borrower confirming its obligation under the original Note (a "Confirmatory Note"), or (ii) an affidavit of the applicable Seller [or the Conduit Seller, as applicable,] certifying that such Seller Person or the Depositor was the sole owner of the indebtedness evidenced by such note and the original thereof has been lost or destroyed. CIT Consumer Finance hereby indemnifies the Trustee on behalf of the Certificateholders and the Trust against any loss, liability, damage, claim or expense resulting from CIT Consumer Finance's failure to deliver to the Trustee or its designee the original Note or Confirmatory Note. Such indemnification shall be terminated with respect to such Note or Confirmation Note if CIT Consumer Finance subsequently delivers the original Note or a Confirmatory Note. If CIT Consumer Finance delivers such a lost note affidavit or fails to deliver any assumption and modification agreement, within 90 days after the Closing Date, it shall deliver to the Trustee or the Custodian as designee of the Trustee either the original Note or Confirmatory Note and assumption and modification agreement, as applicable, or an opinion Opinion of counsel Counsel satisfactory to the Trustee from counsel admitted to practice in the jurisdiction in which the related Mortgaged Property is located to the effect that the absence of the originals of such documents will not preclude the Master Servicer from initiating or prosecuting to completion any foreclosure proceeding with respect to such Mortgaged Property. If CIT Consumer Finance does not deliver such documents or an opinion Opinion of counsel Counsel within such 90-day period, it shall be required to use its best reasonable efforts to substitute another Mortgage Loan or, if it is unable to make such substitution, to repurchase the original Mortgage Loan at the Purchase Price, in each case in accordance with the procedures and requirements of Section 3.05(b). Notwithstanding anything to the contrary in this Section 4.01, within twenty days after the Closing Date, CIT Consumer Finance shall either (i) deliver to the Depositor, or at the Depositor's direction, to the Trustee or the Custodian, on behalf of the Trustee, or other designee of the Depositor the File as required pursuant to this Section 4.01 for each Delayed Delivery Mortgage Loan or (ii) (A) substitute a Qualified Substitute Mortgage Loan for the Delayed Delivery Mortgage Loan or (B) repurchase the Delayed Delivery Mortgage Loan, which substitution or repurchase shall be accomplished in the manner and subject to the conditions set forth in Section 3.05; provided, however, that if CIT Consumer Finance fails to deliver a File for any Delayed Delivery Mortgage Loan within the twenty-day period provided above, CIT Consumer Finance shall use its best reasonable efforts to effect a substitution, rather than a repurchase of, such Delayed Delivery Mortgage Loan and provided further that the cure period provided in Section 4.03(a) shall not apply to the initial delivery of the File for such Delayed Delivery Mortgage Loan, but rather CIT Consumer Finance shall have five (5) Business Days to cure such failure to deliver. At the end of such twenty-day period the Trustee shall send a Delayed Delivery Certification for the Delayed Delivery Mortgage Loans in the form attached as [Exhibit F] hereto, delivered during such twenty-day period in accordance with the provisions of Section 4.01(b). (b) Subject to the terms and conditions of this Section 4.01, the Trustee shall cause the CustodianTrustee, pursuant to the Custodial Agreement, to (i) shall act as custodian of the Files for the benefit of the CertificateholdersCertificateholders and (ii) at the end of the twenty (20) day period after the Closing Date execute and deliver to the Depositor, the Servicer and the Sellers a Delayed Delivery Certification with respect to the Delayed Delivery Mortgage Loans in the form attached as [Exhibit F] hereto, with any applicable exceptions noted thereon. (c) The Trustee agrees to cause the Custodianagrees, in its capacity as Custodian pursuant to the Custodial Agreement, to maintain the related Files at one of its offices as the Custodian Trustee and the Master Servicer may from time to time agree. (d) The As Custodian, the Trustee shall cause the Custodian to have and perform the following powers and duties: (i) hold the Files on behalf of the Certificateholders, maintain accurate records pertaining to each Mortgage Loan to enable the Master Servicer to comply with the terms and conditions of this Agreement, maintain a current inventory thereof, conduct periodic physical inspections of the Files held by it under this Agreement and certify in writing to the Master Servicer upon request that it continues to maintain possession of such Files; (ii) implement policies and procedures with respect to persons authorized to have access to the Files and the receipting for Files taken from their storage area by a Servicing Officer for purposes of servicing or any other purposes; (iii) maintain custody of the Files on behalf of the Certificateholders; and (iv) make originals of any document in the Files available to the Master Servicer to enforce the Mortgage Loans. (e) In performing its duties under the Custodial Agreement and this Section 4.01, the Trustee agrees to cause the Custodian to exercise that degree of skill and care, consistent with the same degree of skill and care that financial institutions acting in comparable capacities would exercise or use under the circumstances in the conduct of its own affairs with respect to similar Mortgage Loans. Subject to Section 11.03, the Trustee, in performing its duties under this Section 4.014.01 and the Custodial Agreement, shall have liability for its own negligent action, its own negligent failure to act or its own willful misconduct.