Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.
Appears in 18 contracts
Samples: Pooling and Servicing Agreement (Prime Mortgage Trust 2006-1), Pooling and Servicing Agreement (Prime Mortgage Trust 2007-2), Pooling and Servicing Agreement (Prime Mortgage Trust 2007-3)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, Custodian on behalf of the Owner original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of promptly after their execution; provided, however, that the Company Servicer shall provide the Purchaser, or its designee, Custodian on behalf of the Owner with a certified true copy of any such document submitted for recordation within one week of promptly after its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) 180 days of its submission for recordationexecution. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Servicer shall continue to use its best efforts to effect delivery as soon as possible thereafter. From time to time the Company Servicer may have a need for Mortgage Loan Documents to be released from Purchaser, or its designeeby the Custodian. Purchaser shall, or If the Servicer shall cause its designee, upon the written request require any of the CompanyMortgage Loan Documents, the Servicer shall notify the Custodian in writing of such request in the form of the request for release attached hereto as Exhibit D. The Custodian shall deliver to the Servicer promptly, and in no event later than within ten five (105) Business Days, deliver to the Company, any requested documentation Mortgage Loan Document previously delivered to Purchaser as part of the Mortgage FileCustodian, provided that such documentation is promptly returned to Purchaser, or its designee, the Custodian when the Company Servicer no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanyServicer, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphOwner.
Appears in 12 contracts
Samples: Pooling and Servicing Agreement (Bear Stearns ARM Trust 2006-2), Servicing Agreement (Deutsche Alt-a Securities Inc), Recognition Agreement (Bear Stearns ALT-A Trust 2006-1)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the custodian appointed by the Purchaser the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three four (34) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A heretoor, together with all other documents executed in connection with upon the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for request of the Purchaser, earlier, if necessary or desirable to facilitate a review. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee the appointed custodian (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that related Closing Date solely because such documents shall not have been returned by the appropriate recording office, Company the Seller shall deliver such document to Purchaser, or its designeethe appointed custodian, within such time period as specified in a Company's Seller’s Officer's ’s Certificate. In the event that documents have not been received by the date specified in the Company's Seller’s Officer's ’s Certificate, a subsequent Company's Seller’s Officer's ’s Certificate shall be delivered by such date specified in the prior Company's Seller’s Officer's ’s Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents The Seller shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such of all delayed recorded documents are not delivered by the 270th day from the date within 180 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer If delivery of all original documents Mortgage Loan Documents with respect to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the any Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee Loan is not completed within ninety (90) 360 days of the receipt of related Closing Date then, at Purchaser’s option, the recorded documents (required for issuance of Seller shall repurchase such policy) from the applicable recording officeMortgage Loan in such manner set forth in Section 7.03. Any review by the Purchaser, Purchaser or its designee, designee of the Mortgage Files shall in no way alter or reduce the Company's Seller’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing Seller and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.037.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, execution and shall also provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty five (605) days of its submission for recordation. From time to time return from the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphappropriate public recording office.
Appears in 11 contracts
Samples: Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-6), Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-4), Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-1)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that because such documents shall not have been returned by the appropriate recording office, the Company Seller shall continue to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Seller, confirming that such document has been accepted for recording and shall use its best efforts to effect delivery as soon as possible thereafter, provided that if deliver such documents are not delivered by the 270th day from the date document within twelve (12) months of the related Closing Date. To the extent received by it, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a copy, certified by the Seller as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) days weeks of its submission return from the appropriate public recording office. The Seller shall pay all initial recording fees, if any, for recordation. From time the Assignments of Mortgage and any other fees or costs in transferring all original documents to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designeeCustodian or, upon the written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser's designee. The Purchaser or the Purchaser's designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 11 contracts
Samples: Assignment, Assumption and Recognition Agreement (Morgan Stanley Mortgage Loan Trust 2006-13arx), Assignment Agreement (Morgan Stanley Mortgage Loan Trust 2007-6xs), Assignment, Assumption and Recognition Agreement (Morgan Stanley Mortgage Loan Trust 2006-3ar)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in In connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Dateforegoing, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to Seller shall indemnify the Purchaser and its present and former directors, officers, employees and agents and any Successor Servicer and its present and former directors, officers, employees and agents, and hold such parties harmless against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and other costs and expenses based on or its designee (unless the Company is delayed in making such delivery by reason of grounded upon, or resulting from, the fact that such documents shall not have been returned by the appropriate recording office). If delivery any Mortgage Loan is not completed within 120 days solely due to delays in making such delivery covered by reason an ALTA or CLTA lender's title insurance policy. For purposes of the fact that such documents previous sentence, "Purchaser" shall not have been returned by mean the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period Person then acting as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage Purchaser under this Agreement and any other fees in connection with and all Persons who previously were "Purchasers" under this Agreement and "Successor Servicer" shall mean any Person designated as the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered Successor Servicer pursuant to this Section 2.07Agreement and any and all Persons who previously were "Successor Servicers" pursuant to this Agreement. To the extent received by it, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Servicer shall provide the Purchaser, or its designee, with a copy, certified by the Servicer as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) weeks following receipt of the original document by the Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser no later than 180 days following the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy of any document submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its submission for recordation. From time to time designee within 180 days following the Company may have a need for related Closing Date, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that (i) the Servicer shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording, and (ii) such document is delivered within twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser's designee. The Purchaser or the Purchaser's designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 11 contracts
Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-17xs), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-12xs), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in In connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Dateforegoing, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to Seller shall indemnify the Purchaser and its present and former directors, officers, employees and agents, and hold such parties harmless against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and other costs and expenses based on or its designee (unless the Company is delayed in making such delivery by reason of grounded upon, or resulting from, the fact that such documents shall not have been returned no Mortgage Loan is covered by the appropriate recording office)an ALTA or CLTA lender's title insurance policy. If delivery is not completed within 120 days solely due to delays in making such delivery by reason For purposes of the fact that such documents previous sentence, "Purchaser" shall not have been returned by mean the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period Person then acting as specified in a Company's Officer's Certificatethe Purchaser under this Agreement and any and all Persons who previously were "Purchasers" under this Agreement. In To the event that documents have not been extent received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording officeit, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Servicer shall provide the Purchaser, or its designee, with a copy, certified by the Servicer as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) weeks following receipt of the original document by the Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser no later than 180 days following the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy of any document submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its submission for recordation. From time to time designee within 180 days following the Company may have a need for related Closing Date, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that (i) the Servicer shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording, and (ii) such document is delivered within twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser's designee. The Purchaser or the Purchaser's designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 9 contracts
Samples: Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2007-2ax), Mortgage Loan Sale and Servicing Agreement (Sunset Financial Resources Inc), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2006-12xs)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that because such documents shall not have been returned by the appropriate recording office, the Company Seller shall continue to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of the Seller, confirming that such document has been accepted for recording and shall use its best efforts to effect delivery as soon as possible thereafter, provided that if deliver such documents are not delivered by the 270th day from the date document within twelve (12) months of the related Closing Date. To the extent received by it, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a copy, certified by the Seller as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) days weeks of its submission return from the appropriate public recording office. The Seller shall pay all initial recording fees, if any, for recordation. From time the Assignments of Mortgage and any other fees or costs in transferring all original documents to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designeeCustodian or, upon the written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 8 contracts
Samples: Assignment, Assumption and Recognition Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-11ar), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the custodian appointed by the Purchaser the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three five (35) Business Days prior to after the related Closing Date pursuant or, upon the reasonable request of the Purchaser, the Seller will attempt to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with deliver the Mortgage Loan that Company may have in its possessionDocuments earlier, shall be retained by the Company in trust for the Purchaserif necessary or desirable to facilitate a review. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, Mortgage Loan Documents to the Purchaser or its designee the appointed custodian (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that related Closing Date solely because such documents Mortgage Loan Documents shall not have been returned by the appropriate recording office, Company the Seller shall deliver such document Mortgage Loan Documents to Purchaser, or its designeethe appointed custodian, within such time period as specified in a Company's Seller’s Officer's ’s Certificate. In the event that documents have not been received by the date specified in the Company's Seller’s Officer's ’s Certificate, a subsequent Company's Seller’s Officer's ’s Certificate shall be delivered by such date specified in the prior Company's Seller’s Officer's ’s Certificate, stating a revised date for receipt of documentation. The Seller shall include with each Seller’s Officer’s Certificate a listing of all delayed recorded documents. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents The Seller shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such of all delayed recorded documents are not delivered by the 270th day from the date within 180 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer If delivery of all original documents Mortgage Loan Documents with respect to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the any Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee Loan is not completed within ninety (90) 360 days of the receipt of related Closing Date then, at Purchaser’s option, the recorded documents (required for issuance of Seller shall repurchase such policy) from the applicable recording officeMortgage Loan in such manner set forth in Section 7.03. Any review by the Purchaser, Purchaser or its designee, designee of the Mortgage Files shall in no way alter or reduce the Company's Seller’s obligations hereunder. If the Purchaser or its designee discovers any material defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing Seller and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.037.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, execution and shall also provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty five (605) days of its submission for recordation. From time to time return from the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphappropriate public recording office.
Appears in 7 contracts
Samples: Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-3), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-1), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2012-6)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that because such documents shall not have been returned by the appropriate recording office, the Company Seller shall continue to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate of a Servicing Officer of the Seller, confirming that such document has been accepted for recording and shall use its best efforts to effect delivery as soon as possible thereafter, provided that if deliver such documents are not delivered by the 270th day from the date document within twelve (12) months of the related Closing Date. To the extent received by it, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a copy, certified by the Seller as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) days weeks of its submission return from the appropriate public recording office. The Seller shall pay all initial recording fees, if any, for recordation. From time the Assignments of Mortgage and any other fees or costs in transferring all original documents to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designeeCustodian or, upon the written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser's designee. The Purchaser or the Purchaser's designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 7 contracts
Samples: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-6ar), Assignment Agreement (Morgan Stanley Mortgage Loan Trust 2006-9ar)
Delivery of Mortgage Loan Documents. The Company shall deliver Pursuant to various conveyance documents to be executed on the Closing Date and release pursuant to the Pooling and Servicing Agreement, the Purchaser or will assign on the Closing Date all of its designee right, title and interest in and to the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company Loans to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust Trustee for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason benefit of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's CertificateCertificateholders. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, and assignment of the Mortgage Files shall in no way alter Loans, the Seller has delivered or reduce will deliver or cause to be delivered to the Company's obligations hereunder. If Trustee by the Closing Date or such later date as is agreed to by the Purchaser or its designee discovers any defect with respect and the Seller (each of the Closing Date and such later date is referred to as a “Mortgage FileFile Delivery Date”), the Purchaser shallitems of each Mortgage File as defined in section 2.01 of the Pooling and Servicing Agreement, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that in lieu of the Company shall provide foregoing, the PurchaserSeller may deliver the following documents, under the circumstances set forth below: (x) in lieu of the original Mortgage, assignments to the Trustee or its designeeintervening assignments thereof which have been delivered, are being delivered or will upon receipt of recording information relating to the Mortgage required to be included thereon, be delivered to recording offices for recording and have not been returned in time to permit their delivery as specified above, the Seller may deliver a true copy thereof with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide certification by the original of any document submitted for recordation or a copy Seller on the face of such document certified by the appropriate public recording office copy, substantially as follows: “Certified to be a true and complete correct copy of the original, which has been transmitted for recording;” (y) in lieu of the Mortgage, assignments to the Trustee or intervening assignments thereof, if the applicable jurisdiction retains the originals of such documents or if the originals are lost (in each case, as evidenced by a certification from the Seller to such effect), the Seller may deliver photocopies of such documents containing an original within sixty certification by the judicial or other governmental authority of the jurisdiction where such documents were recorded; and (60z) days in lieu of its submission for recordationthe Mortgage Notes relating to the Mortgage Loans, each identified in the list delivered by the Purchaser to the Trustee on the Closing Date and attached hereto as Exhibit 2 the Seller may deliver lost note affidavits and indemnities of the Seller; and provided further, however, that in the case of Mortgage Loans which have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Seller, in lieu of delivering the above documents, may deliver to the Trustee a certification by the Seller to such effect. From time The Seller shall deliver such original documents (including any original documents as to time which certified copies had previously been delivered) or such certified copies to the Company may have a need for Trustee promptly after they are received. The Seller shall cause the Mortgage Loan Documents and intervening assignments, if any, and the assignment of the Mortgage to be released from Purchaserrecorded not later than 180 days after the Closing Date, or its designeeor, in lieu of such assignments, shall provide an Opinion of Counsel pursuant to Section 6 hereof to the effect that the recordation of such assignment is not necessary to protect the Trustee’s interest in the related Mortgage Loan. Purchaser shall, or shall cause its designee, upon Upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of Seller will assist the document, and provided that during Purchaser in effecting the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related assignment referred to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphabove.
Appears in 7 contracts
Samples: Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Af1), Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2006-He1), Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Ar2)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in In connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Dateforegoing, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to Seller shall indemnify the Purchaser and its present and former directors, officers, employees and agents, and hold such parties harmless against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and other costs and expenses based on or its designee (unless the Company is delayed in making such delivery by reason of grounded upon, or resulting from, the fact that such documents shall not have been returned no Mortgage Loan is covered by the appropriate recording office)an ALTA or CLTA lender’s title insurance policy. If delivery is not completed within 120 days solely due to delays in making such delivery by reason For purposes of the fact that such documents previous sentence, “Purchaser” shall not have been returned by mean the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period Person then acting as specified in a Company's Officer's Certificatethe Purchaser under this Agreement and any and all Persons who previously were “Purchasers” under this Agreement. In To the event that documents have not been extent received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording officeit, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Servicer shall provide the Purchaser, or its designee, with a copy, certified by the Servicer as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) weeks following receipt of the original document by the Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser no later than 180 days following the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy of any document submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its submission for recordation. From time to time designee within 180 days following the Company may have a need for related Closing Date, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that (i) the Servicer shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording, and (ii) such document is delivered within twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 7 contracts
Samples: Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-12), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the custodian appointed by the Purchaser the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three four (34) Business Days prior to the related Closing Date or, upon the request of the Purchaser, earlier, if necessary or desirable to facilitate a review, pursuant to a bailee letter agreement. All other documents , in Exhibit A heretoform and substance acceptable to Seller’s applicable warehouse lender, together with all other documents executed in connection with providing for the release of the Mortgage Loan that Company may have in its possession, shall be retained by Documents to Purchaser on confirmation of receipt of payment of the Company in trust for the Purchaserpurchase price. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original title insurance policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documentsrecorded Mortgage Loan Documents or original title insurance policy, including original recorded documentsas applicable, to the Purchaser or its designee the appointed custodian (unless the Company Seller is delayed in making such delivery of any original recorded Mortgage Loan Documents by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days solely due to delays in making such delivery by reason of the fact that related Closing Date solely because such documents Mortgage Loan Documents shall not have been returned by the appropriate recording office, Company the Seller shall deliver such document Mortgage Loan Documents to Purchaser, or its designeethe appointed custodian, within such time period as specified in a Company's Seller’s Officer's ’s Certificate. In the event that documents have not been received by the date specified in the Company's Seller’s Officer's ’s Certificate, a subsequent Company's Seller’s Officer's ’s Certificate shall be delivered by such date specified in the prior Company's Seller’s Officer's ’s Certificate, stating a revised date for receipt of documentation. The Seller shall include with each Seller’s Officer’s Certificate a listing of all delayed recorded documents. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents The Seller shall not have been returned by the appropriate recording office, the Company shall continue to use its best commercially reasonable efforts to effect delivery as soon as possible thereafter, provided that if such of all delayed recorded documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer If delivery of all original documents Mortgage Loan Documents with respect to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the any Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee Loan is not completed within ninety (90) 360 days of the receipt of related Closing Date then, at Purchaser’s option, the recorded documents (required for issuance of Seller shall repurchase such policy) from the applicable recording officeMortgage Loan in such manner set forth in Section 7.03. Any review by the Purchaser, Purchaser or its designee, designee of the Mortgage Files shall in no way alter or reduce the Company's Seller’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing Seller and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.037.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, execution and shall also provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty five (605) days Business Days of its submission for recordation. From time to time return from the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphappropriate public recording office.
Appears in 6 contracts
Samples: Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-6), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-3), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2012-6)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, (2), (3), (4), (5), (6), at least seven (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with (or such later date as the Mortgage Loan that Company Purchaser may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Datereasonably request), deliver such original documents, including original recorded documents, and release to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within the Mortgage Loan Documents with respect to each Mortgage Loan. To the extent that any such time period as specified in a Company's Officer's Certificate. In the event that documents Mortgage Loan Documents have been delivered for recording and have not yet been received returned to the Seller by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate applicable recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterSeller shall, provided that if promptly following receipt by it of such documents are not delivered by the 270th day Mortgage Loan Documents from the date of the related Closing Dateapplicable recording office, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original deliver such documents to the Purchaser or its designee. Company shall prepare; provided, in recordable formhowever, all assignments of mortgage necessary to assign that the Mortgage Loans to Purchaser, original recorded document or its designee. Company a clerk-certified copy thereof shall be responsible for recording delivered to the assignments of mortgagePurchaser no later than one hundred eighty (180) days following the Closing Date, subject to the following paragraph. Company shall provide an In the event that such original or duplicate original copy of any document submitted for recordation to the title insurance policy appropriate public recording office is not so delivered to the Purchaser or its designee within ninety one hundred eighty (90180) days of following the Closing Date, and in the event that the Seller does not cure such failure within sixty (60) days after receipt of the recorded documents (required for issuance written notification of such policy) failure from the applicable recording office. Any review by the Purchaser, or its designeethe related Mortgage Loan shall, upon the request of the Mortgage Files Purchaser, be repurchased by the Seller at a price and in the manner specified in Section 7.03. The foregoing repurchase obligation shall not apply in no way alter the event the Seller cannot cause the Servicer to deliver such original or reduce clerk-certified copy of any document submitted for recordation to the Company's obligations hereunder. If appropriate public recording office within the Purchaser or its designee discovers any defect with respect specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate of a Servicing Officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within one hundred eighty (180) days after receipt of written notification of such failure from the Purchaser, the Purchaser shall, or Seller shall cause its designee to, give written specification of such defect to repurchase the Company which may be given Mortgage Loan at the price and in the exception report or manner specified in Section 7.03. To the certification delivered pursuant to this Section 2.07extent received by it, or otherwise in writing and the Company Servicer shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 5 contracts
Samples: Sale and Servicing Agreement (Structured Asset Sec Corp Mort Pas THR Cert Ser 2002 5a), Mortgage Loan Sale and Servicing Agreement (Structured Asset Securities Corp Mor Pas THR Cer Se 2002-1a), Mortgage Loan Sale and Servicing Agreement (Structured Asset Securities Corp)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the custodian appointed by the Purchaser the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three four (34) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A heretoor, together with all other documents executed in connection with upon the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for request of the Purchaser, earlier, if necessary or desirable to facilitate a review. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, Mortgage Loan Documents to the Purchaser or its designee the appointed custodian (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that related Closing Date solely because such documents Mortgage Loan Documents shall not have been returned by the appropriate recording office, Company the Seller shall deliver such document Mortgage Loan Documents to Purchaser, or its designeethe appointed custodian, within such time period as specified in a Company's Seller’s Officer's ’s Certificate. In the event that documents have not been received by the date specified in the Company's Seller’s Officer's ’s Certificate, a subsequent Company's Seller’s Officer's ’s Certificate shall be delivered by such date specified in the prior Company's Seller’s Officer's ’s Certificate, stating a revised date for receipt of documentation. The Seller shall include with each Seller’s Officer’s Certificate a listing of all delayed recorded documents. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents The Seller shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such of all delayed recorded documents are not delivered by the 270th day from the date within 180 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer If delivery of all original documents Mortgage Loan Documents with respect to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the any Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee Loan is not completed within ninety (90) 360 days of the receipt of related Closing Date then, at Purchaser’s option, the recorded documents (required for issuance of Seller shall repurchase such policy) from the applicable recording officeMortgage Loan in such manner set forth in Section 7.03. Any review by the Purchaser, Purchaser or its designee, designee of the Mortgage Files shall in no way alter or reduce the Company's Seller’s obligations hereunder. If the Purchaser or its designee discovers any material defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing Seller and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph7.03.
Appears in 5 contracts
Samples: Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-7), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-4), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2012-3)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) 8) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three one (31) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the The Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 210 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee, including any fees, costs or expenses related to the registration of the Mortgage Loans with MERS, if applicable. The Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) 120 days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, in the form of Exhibit G attached hereto, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (Prime Mortgage Trust 2006-2), Purchase, Warranties and Servicing Agreement (Prime Mortgage Trust 2007-1), Recognition Agreement (Bear Stearns ALT-A Trust 2006-1)
Delivery of Mortgage Loan Documents. The Company Mortgage Loan Documents shall deliver be held by the Seller’s Custodian, JPM Chase Bank, and release released to the Purchaser or its designee the Mortgage Loan Documents designee, JPMorgan Chase Bank, upon completion of all closing provisions, in accordance with the terms of this Agreement and the related Term Sheetsection 12.07. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company Seller may have in its possession, shall be retained by the Company Servicer in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days of the related Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a CompanySeller's Officer's Certificate. In the event that documents have not been received by the date specified in the CompanySeller's Officer's Certificate, a subsequent CompanySeller's Officer's Certificate shall be delivered by such date specified in the prior CompanySeller's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company The Seller shall continue to use its commercially reasonable best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage or Form UCC-3’s for Co-op Loans and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company Seller shall prepare, in recordable form, all assignments Assignments of mortgage Mortgage or Form UCC-3’s for Co-op Loans necessary to assign the Mortgage Loans to Purchaser, or its designee. Company Seller shall be responsible for recording the assignments Assignments of mortgageMortgage or Form UCC-3’s for Co-op Loans. Company Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given Seller in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionin accordance with the Xxxxxx Xxx Guides; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time time, in order to fulfill its obligations hereunder, the Company Seller may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the CompanySeller, within ten (10) Business Days, deliver to the CompanySeller, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanySeller, such possession is in trust for the benefit of Purchaser. Company Seller shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Seller pursuant to this paragraph. Any and all documents required to be delivered pursuant to this Section 2.07 other than those Mortgage Loan Documents required to be delivered within five (5) Business Days prior to the related Closing Date shall be delivered to the Custodian at the following addressee: JPMorgan Chase Bank, 0000 Xxxxxx Xxxx, Monroe, LA 71201.
Appears in 4 contracts
Samples: Warranties and Servicing Agreement (J.P. Morgan Mortgage Trust 2006-S1), Warranties and Servicing Agreement (J.P. Morgan Alternative Loan Trust 2006-S1), Warranties and Servicing Agreement (J.P. Morgan Alternative Loan Trust 2007-S1)
Delivery of Mortgage Loan Documents. The Company With respect to each Mortgage Loan, the Seller shall deliver and release to the Purchaser Purchaser, or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)designee, under a bailee letter, (a) at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto(or such later date as the Purchaser may reasonably request), together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Note endorsed in blank and the original Assignment of Mortgage assigned in blank and (b) the other Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on within a reasonable time following the related Closing Date, . To the Company shall, promptly upon receipt thereof extent that any such Mortgage Loan Documents have been delivered for recording and in any case have not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, yet been returned to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned Seller by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate applicable recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterSeller shall, provided that if promptly following receipt by it of such documents are not delivered by the 270th day Mortgage Loan Documents from the date of the related Closing Dateapplicable recording office, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original deliver such documents to the Purchaser or its designee. Company shall prepare; provided, in recordable formhowever, all assignments of mortgage necessary to assign that the Mortgage Loans to Purchaser, original recorded document or its designee. Company a clerk-certified copy thereof shall be responsible for recording delivered to the assignments of mortgagePurchaser no later than one year following the related Closing Date, subject to the following paragraph. Company shall provide an In the event that such original or duplicate original copy of any document submitted for recordation to the title insurance policy appropriate public recording office is not so delivered to the Purchaser or its designee within ninety one year following the related Closing Date, and in the event that the Seller does not cure such failure within sixty (9060) days of the after receipt of the recorded documents (required for issuance written notification of such policy) failure from the applicable recording office. Any review by the Purchaser, or its designeethe related Mortgage Loan shall, upon the request of the Mortgage Files Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in no way alter the event the Seller cannot cause the Servicer to deliver such original or reduce clerk-certified copy of any document submitted for recordation to the Company's obligations hereunder. If appropriate public recording office within the Purchaser or its designee discovers any defect with respect specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an Officer’s Certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within twelve (12) months after receipt of written notification of such failure from the Purchaser, the Purchaser shall, or Seller shall cause its designee to, give written specification of such defect to repurchase the Company which may be given related Mortgage Loan at the price and in the exception report or manner specified in Subsection 7.03. To the certification delivered pursuant to this Section 2.07extent received by it, or otherwise in writing and the Company Servicer shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-Ac6), Pooling and Servicing Agreement (Bear Stearns ARM Trust 2006-2), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-Ac5)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release from time to the Purchaser or its designee the Mortgage Loan Documents time in accordance connection with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)each Closing Date, (2), (3), (4), at least five (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to such Closing Date, or such other period as agreed to by the Seller and the Purchaser, deliver in escrow to the Custodian the Mortgage Loan Documents with respect to each Mortgage Loan to be purchased and sold on the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with and set forth on the related Preliminary Mortgage Loan that Company may have in Schedule delivered with such Mortgage Loan Documents. The Custodian shall certify its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded receipt of all such Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on for the related Closing Date, the Company shall, promptly upon pursuant to an initial custody receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason initial certification of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentationCustodian. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week two weeks of their execution; , provided, however, that the Company Seller shall provide the Purchaser, or its designee, Custodian with a certified true copy of any such document submitted for recordation within one week two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office Seller to be a true and complete copy of the original within sixty one hundred and eighty (60180) days of its submission for recordation. From To the extent that the Seller cannot deliver any original documents within the time specified due to a delay in the recording office, Seller may deliver an Officer's Certificate describing the additional time expected to receive such documents from the Company may have a need for Mortgage Loan Documents recording office. Notwithstanding the foregoing, the Seller shall not be deemed to be released from Purchaser, or in breach of this Agreement if its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, failure to deliver to the Company, Purchaser any requested documentation previously delivered missing Mortgage Loan Document within the time specified above is due solely to Purchaser as part (i) the failure of the applicable recorder's office to return a missing Mortgage File, provided Loan Document that such documentation is promptly returned to Purchaser, was sent for recording or its designee, when (ii) the Company no longer requires possession failure of the documenttitle insurer to issue and deliver the original mortgagee title policy, and provided except where such refusal to issue the policy is based on a claim that during the time that any title insurer is under no obligation to issue such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpolicy.
Appears in 3 contracts
Samples: Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar5), Purchase and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar2), Purchase and Servicing Agreement (Merrill Lynch Mortgage Backed Securities Trust, Series 2007-3)
Delivery of Mortgage Loan Documents. The Company shall deliver Pursuant to various conveyance documents to be executed on the Closing Date and release pursuant to the Pooling and Servicing Agreement, the Purchaser or will assign on the Closing Date all of its designee right, title and interest in and to the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company Loans to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust Trustee for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason benefit of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's CertificateCertificateholders. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, and assignment of the Mortgage Files shall in no way alter Loans, the Seller has delivered or reduce will deliver or cause to be delivered to the Company's obligations hereunder. If Trustee by the Closing Date or such later date as is agreed to by the Purchaser or its designee discovers any defect with respect and the Seller (each of the Closing Date and such later date is referred to as a “Mortgage FileFile Delivery Date”), the Purchaser shalldocuments set forth on Exhibit 1 hereto, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that in lieu of the Company shall provide foregoing, the PurchaserSeller may deliver the following documents, under the circumstances set forth below: (x) in lieu of the original Mortgage, assignments to the Trustee or its designeeintervening assignments thereof which have been delivered, are being delivered or will upon receipt of recording information relating to the Mortgage required to be included thereon, be delivered to recording offices for recording and have not been returned in time to permit their delivery as specified above, the Seller may deliver a true copy thereof with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide certification by the original of any document submitted for recordation or a copy Seller on the face of such document certified by the appropriate public recording office copy, substantially as follows: “Certified to be a true and complete correct copy of the original, which has been transmitted for recording;” (y) in lieu of the Mortgage, assignments to the Trustee or intervening assignments thereof, if the applicable jurisdiction retains the originals of such documents or if the originals are lost (in each case, as evidenced by a certification from the Seller to such effect), the Seller may deliver photocopies of such documents containing an original within sixty certification by the judicial or other governmental authority of the jurisdiction where such documents were recorded; and (60z) days in lieu of its submission for recordationthe Mortgage Notes relating to the Mortgage Loans, each identified in the list delivered by the Purchaser to the Trustee on the Closing Date and attached hereto as Exhibit 2 the Seller may deliver lost note affidavits and indemnities of the Seller; and provided further, however, that in the case of Mortgage Loans which have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Seller, in lieu of delivering the above documents, may deliver to the Trustee a certification by the Seller to such effect. From time The Seller shall deliver such original documents (including any original documents as to time which certified copies had previously been delivered) or such certified copies to the Company may have a need for Trustee promptly after they are received. The Seller shall cause the Mortgage Loan Documents and intervening assignments, if any, and the assignment of the Mortgage to be released from Purchaserrecorded not later than 180 days after the Closing Date, or its designeeor, in lieu of such assignments, shall provide an Opinion of Counsel pursuant to Section 6 hereof to the effect that the recordation of such assignment is not necessary to protect the Trustee’s interest in the related Mortgage Loan. Purchaser shall, or shall cause its designee, upon Upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of Seller will assist the document, and provided that during Purchaser in effecting the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related assignment referred to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphabove.
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Ar3), Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2006-Fm2), Mortgage Loan Purchase Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2006-He3)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that because such documents shall not have been returned by the appropriate recording office, the Company Seller shall continue to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a Servicing Officer of the Seller, confirming that such document has been accepted for recording and shall use its best efforts to effect delivery as soon as possible thereafter, provided that if deliver such documents are not delivered by the 270th day from the date document within twelve (12) months of the related Closing Date. To the extent received by it, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a copy, certified by the Seller as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) days weeks of its submission return from the appropriate public recording office. The Seller shall pay all initial recording fees, if any, for recordation. From time the Assignments of Mortgage and any other fees or costs in transferring all original documents to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designeeCustodian or, upon the written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 3 contracts
Samples: And Interim Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-11ar), Assignment, Assumption and Recognition Agreement (Morgan Stanley Mortgage Loan Trust 2007-11ar), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)
Delivery of Mortgage Loan Documents. The Company With respect to each Mortgage Loan, the Seller shall deliver and release to the Purchaser or Purchaser, its designee or the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Custodian, (2), (3), (4), a) at least five (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto(or such later date as the Purchaser may reasonably request), together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Note endorsed in blank and the original Assignment of Mortgage assigned in blank and (b) the other Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on no later than sixty (60) days following the related Closing Date, subject to the Company shallfollowing paragraph. All documents shall be original documents or, promptly upon receipt thereof and in any the case not later than 120 days from of Mortgage Loan Documents delivered for recording, either the related Closing Date, deliver original recorded documents or clerk-certified copies. In the event that such original documents, including original recorded documents, or copy of any Mortgage Loan Document is not so delivered to the Purchaser or its designee within one hundred eighty (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180) days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of following the related Closing Date, and in the Company event that the Seller does not cure such failure within sixty (60) days after receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in the event the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an Officer's Certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within one hundred eighty (180) days after receipt of written notification of such failure from the Purchaser, the Seller shall repurchase the related Mortgage Loans Loan at the Repurchase Price price and in accordance with Section 3.03 hereofthe manner specified in Subsection 7.03. The Company shall pay all initial recording fees, if any, for To the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review extent received by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage Fileit, the Purchaser shall, or Servicer shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 3 contracts
Samples: Sale and Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust Mortgage Pass-Through Certificates, Series 2004-14), Sale and Servicing Agreement (Lehman Sarm 2005-5), Sale and Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Custodian, prior to each Closing Date, those Mortgage Loan Documents in accordance with the terms of as required by this Agreement and with respect to each Mortgage Loan set forth on the related Term SheetMortgage Loan Schedule, a list of which is set forth on Exhibit 6 attached hereto. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto Custodian shall be delivered by the Company to the Purchaser or certify its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with receipt of all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded such Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, required to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentationpursuant to this Agreement. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording maintaining the assignments of mortgage. Company Custodial Agreement and shall provide an original or duplicate original pay all fees and expenses of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03Custodian. The Company Seller shall forward to the Purchaser, or its designee, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week two weeks of their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, Custodian with a certified true copy of any such document submitted for recordation within one week two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) ninety days of its submission for recordation. From time to time If the Company may have a need for Seller cannot deliver the original recorded Mortgage Loan Documents on the related Closing Date, the Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the Closing Date, deliver such original recorded documents to be released from the Purchaser or its designee (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days of the related Closing Date solely because such documents shall not have been returned by the appropriate recording office, Seller shall deliver such documents to Purchaser, or its designee, within such time period as specified in a Seller’s Officer’s Certificate. In the event that documents have not been received by the date specified in the Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the prior Seller’s Officer’s Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. The Seller shall use its best efforts to effect delivery of all delayed recorded documents within 180 days of the related Closing Date. Any review by the Purchaser or its designee of the Mortgage Files shall in no way alter or reduce the Seller’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designeedesignee to, upon the give written request specification of the Company, within ten (10) Business Days, deliver such defect to the Company, any requested documentation previously delivered to Purchaser as part of Seller and the Seller shall cure or repurchase such Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is Loan in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphaccordance with Subsection 7.03.
Appears in 3 contracts
Samples: Letter Agreement (MASTR Adjustable Rate Mortgages Trust 2007-3), Purchase and Servicing Agreement (MASTR Adjustable Rate Mortgages Trust 2006-Oa2), Purchase and Servicing Agreement (MASTR Alternative Loan Trust 2007-1)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th 360th day from the date of the related Closing Date, upon the Purchaser’s request, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-Ac3), Pooling and Servicing Agreement (Prime Mortgage Trust 2006-Cl1), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-Ac4)
Delivery of Mortgage Loan Documents. The Company With respect to each Mortgage Loan, the Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, (a) at least five (5) Business Days prior to the Closing Date (or such later date as the Purchaser may reasonably request), the original Mortgage Note endorsed in blank and the original Assignment of Mortgage assigned in blank and (b) the other Mortgage Files Loan Documents no later than sixty (60) days following the Closing Date, subject to the following paragraph. All documents shall be original documents or, in no way alter the case of Mortgage Loan Documents delivered for recording, either the original recorded documents or reduce clerk-certified copies. In the Company's obligations hereunder. If event that such original or copy of any document submitted for recordation to the appropriate public recording office is not so delivered to the Purchaser or its designee discovers within one hundred eighty (180) days following the Closing Date, and in the event that the Seller does not cure such failure within sixty (60) days after receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in the event the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any defect with respect document submitted for recordation to the appropriate public recording office within the specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a Servicing Officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within one hundred eighty (180) days after receipt of written notification of such failure from the Purchaser, the Purchaser shall, or Seller shall cause its designee to, give written specification of such defect to repurchase the Company which may be given Mortgage Loan at the price and in the exception report or manner specified in Subsection 7.03. To the certification delivered pursuant to this Section 2.07extent received by it, or otherwise in writing and the Company Servicer shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 3 contracts
Samples: Mortgage Loan Sale and Servicing Agreement (Structured Asset Securities Corp Mor Pa Th Ce Se 2002 23xs), Reconstituted Servicing Agreement (Structured Asset Sec Corp Mort Pass THR Cert Ser 2002-24), Sale and Servicing Agreement (Structured Asset Securities Co Mor Pass-THR Cer Ser 2002-19)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that the Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 150 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 150 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 270 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th 330th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereofhereof unless the Company provides evidence that such non-delivery is solely due to delays by the appropriate recording office. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. The Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to the Purchaser, or its designee. The Company shall be responsible for recording the assignments of mortgagemortgage as directed by the Purchaser. The Company shall provide an original or duplicate original of the title insurance policy to the Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report attached as an exhibit to the related Term Sheet or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week thirty (30) days of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week thirty (30) days of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) 120 days of its submission for recordation. From time to time time, the Company may have a need (other than in connection with a payment in full, which is described more fully in Section 6.02 herein) for Mortgage Loan Documents to be released from the Purchaser, or its designee. The Purchaser shall, or shall cause its designee, upon the written request of the CompanyCompany in the form attached hereto as Exhibit G, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to the Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to the Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of the Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.
Appears in 3 contracts
Samples: Warranties and Servicing Agreement (Prime Mortgage Trust 2007-1), Pooling and Servicing Agreement (Prime Mortgage Trust 2007-3), Pooling and Servicing Agreement (Bear Stearns ALT-A Trust 2006-7)
Delivery of Mortgage Loan Documents. The Company shall deliver Pursuant to various conveyance documents to be executed on the Closing Date and release pursuant to the Pooling and Servicing Agreement, the Purchaser or will assign on the Closing Date all of its designee right, title and interest in and to the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company Loans to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust Trustee for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason benefit of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's CertificateCertificateholders. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, and assignment of the Mortgage Files shall in no way alter Loans, the Seller has delivered or reduce will deliver or cause to be delivered to the Company's obligations hereunder. If Trustee by the Closing Date or such later date as is agreed to by the Purchaser or its designee discovers any defect with respect and the Seller (each of the Closing Date and such later date is referred to as a “Mortgage FileFile Delivery Date”), the Purchaser shalldocuments set forth on Exhibit 1 hereto, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that in lieu of the Company shall provide foregoing, the PurchaserSeller may deliver the following documents, under the circumstances set forth below: (x) in lieu of the original Mortgage, assignments to the Trustee or its designeeintervening assignments thereof which have been delivered, are being delivered or will upon receipt of recording information relating to the Mortgage required to be included thereon, be delivered to recording offices for recording and have not been returned in time to permit their delivery as specified above, the Seller may deliver a true copy thereof with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide certification by the original of any document submitted for recordation or a copy Seller on the face of such document certified by the appropriate public recording office copy, substantially as follows: “Certified to be a true and complete correct copy of the original, which has been transmitted for recording”; (y) in lieu of the Mortgage, assignments to the Trustee or intervening assignments thereof, if the applicable jurisdiction retains the originals of such documents or if the originals are lost (in each case, as evidenced by a certification from the Seller to such effect), the Seller may deliver photocopies of such documents containing an original within sixty certification by the judicial or other governmental authority of the jurisdiction where such documents were recorded; and (60z) days in lieu of its submission for recordationthe Mortgage Notes relating to the Mortgage Loans, each identified in the list delivered by the Purchaser to the Trustee on the Closing Date and attached hereto as Exhibit 2, the Seller may deliver lost note affidavits and indemnities of the Seller; and provided further, however, that in the case of Mortgage Loans which have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Seller, in lieu of delivering the above documents, may deliver to the Trustee a certification by the Seller to such effect. From time The Seller shall deliver such original documents (including any original documents as to time which certified copies had previously been delivered) or such certified copies to the Company may have a need for Trustee promptly after they are received. The Seller shall cause the Mortgage Loan Documents and intervening assignments, if any, and the assignment of the Mortgage to be released from Purchaserrecorded not later than 180 days after the Closing Date, or its designeeor, in lieu of such assignments, shall provide an Opinion of Counsel pursuant to Section 6 hereof to the effect that the recordation of such assignment is not necessary to protect the Trustee’s interest in the related Mortgage Loan. Purchaser shall, or shall cause its designee, upon Upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of Seller will assist the document, and provided that during Purchaser in effecting the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related assignment referred to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphabove.
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2007-1), Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2007-3), Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2007-2)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) (including those listed in (B) relating to Co-op Loans) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 270 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th 360th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph. In addition, in connection with the assignment of any MERS Mortgage Loan, the Company agrees that it will cause, at its own expense, the MERS® System to indicate that such Mortgage Loans have been assigned by the Company to the Purchaser in accordance with this Agreement by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the MERS® System to identify the Purchaser of such Mortgage Loans. The Company further agrees that it will not alter the information referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement.
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (Bear Stearns ALT-A Trust 2007-3), Recognition Agreement (Bear Stearns ALT-A Trust 2006-1), Pooling and Servicing Agreement (Bear Stearns ALT-A Trust 2006-7)
Delivery of Mortgage Loan Documents. The Company On or prior to each Closing Date, the Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company respect to each Mortgage Loan sold to the Purchaser or its designee no later than three (3) Business Days prior to the related on such Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A heretoDate, together with all other documents executed in connection with and set forth on the Mortgage Loan that Company may have Schedule, except as otherwise provided in its possessionthe Residential Servicing Agreement. The Seller shall forward, or shall be retained by cause the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documentsServicer to forward, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation consolidation, conversion or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 the Residential Servicing Agreement within one week 30 days of their execution; , provided, however, that the Company Seller shall provide the Purchaserprovide, or shall cause the Servicer to provide, the Purchaser or its designee, designee with a certified true copy of any such document submitted for recordation within one week 30 days of its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty ninety (6090) days of its submission for recordationrecordation (provided, that with respect to assignments of the Mortgages reflecting the assignment from the Seller to the Purchaser, one final assignment shall be executed by Seller in blanket non-recordable form, and no other forms of assignment of such Mortgages shall be executed or recorded unless and until the Purchaser shall request execution of individual Assignments of Mortgages pursuant to and in accordance with Section 25 hereof). From time In the event that such original or copy of any document submitted for recordation to time the Company may have a need appropriate public recording office is not so delivered to the Purchaser or its designee within 90 days following the submission for recordation and in the event that the Seller does not cure such failure within 30 days of discovery or receipt of written notification of such failure from the Purchaser, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held be repurchased by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.Seller at the
Appears in 2 contracts
Samples: And Warranties Agreement (Peoples Preferred Capital Corp), And Warranties Agreement (Peoples Preferred Capital Corp)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in In connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Dateforegoing, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to Seller shall indemnify the Purchaser and its present and former directors, officers, employees and agents and any Successor Servicer and its present and former directors, officers, employees and agents, and hold such parties harmless against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and other costs and expenses based on or its designee (unless the Company is delayed in making such delivery by reason of grounded upon, or resulting from, the fact that such documents shall not have been returned by the appropriate recording office). If delivery any Mortgage Loan is not completed within 120 days solely due to delays in making such delivery covered by reason an ALTA or CLTA lender’s title insurance policy. For purposes of the fact that such documents previous sentence, “Purchaser” shall not have been returned by mean the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period Person then acting as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage Purchaser under this Agreement and any other fees in connection with and all Persons who previously were “Purchasers” under this Agreement and “Successor Servicer” shall mean any Person designated as the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered Successor Servicer pursuant to this Section 2.07Agreement and any and all Persons who previously were “Successor Servicers” pursuant to this Agreement. To the extent received by it, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Servicer shall provide the Purchaser, or its designee, with a copy, certified by the Servicer as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) weeks following receipt of the original document by the Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser no later than 180 days following the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy of any document submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its submission for recordation. From time to time designee within 180 days following the Company may have a need for related Closing Date, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that (i) the Servicer shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording, and (ii) such document is delivered within twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 2 contracts
Samples: Mortgage Loan Sale and Servicing Agreement (GSR Mortgage Loan Trust 2006-Oa1), Servicing and Trust Agreement (GSAA Home Equity Trust 2007-8)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), At least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A heretoDate, together with all other documents executed in connection with the Seller shall deliver the Mortgage Loan Documents with respect to each Mortgage Loan to the Purchaser or a bonded third party custodian (the "Custodian") and, in the case of the latter, shall cause the Custodian to deliver to the Purchaser a custodian's certification pursuant to which the Custodian certifies to the Purchaser that Company may have (i) with respect to each Mortgage Loan, it has in its possessionpossession originals of each of the Mortgage Loan Documents, (ii) all of the Mortgage Loan Documents appear on their face to be genuine originals or copies, as applicable, and (iii) upon the Purchaser's wiring of the Purchase Proceeds to the Seller, that the Custodian shall be retained by hold the Company Mortgage Loan Documents with respect to each Mortgage Loan in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurancePurchaser and will, including riders and endorsements subsequent thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified act only in a Companymanner consistent with the Purchaser's Officer's Certificateinstructions with respect thereto. In the event that documents any of the Mortgage Loan Documents set forth in clauses (c) through (e) of the definition of Mortgage Loan Documents in Article I have not been received by delivered to the date specified Purchaser in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by time specified above (the "Missing Documents") either because such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents Missing Documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate applicable public recording officeoffice with respect to items (c) and (d), or because the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are final original title policy has not delivered yet been issued by the 270th day from title company with respect to item (e), then the date of the related Closing Date, the Company Seller shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents deliver to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original certified true and correct copies of the title insurance policy to Purchaser or same and shall further deliver the originals of any such Missing Documents promptly upon its designee within receipt thereof, but in no event later than ninety (90) days from the Closing Date. If the Seller fails to deliver any of the receipt of Missing Documents relating to a Mortgage Loan within the recorded documents (required for issuance of such policy) time specified above, the Seller shall, upon written request from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph3.3.
Appears in 2 contracts
Samples: Authorized Signatories Agreement (E Loan Inc), Mortgage Loan Purchase and Interim Servicing Agreement (E Loan Inc)
Delivery of Mortgage Loan Documents. The Company shall Seller shall, at least five (5) Business Days prior to the related Closing Date, deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement respect to each Mortgage Loan to be purchased and sold on such Closing Date and set forth on the related Term SheetMortgage Loan Schedule delivered with such Mortgage Loan Documents. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto Seller shall be delivered by the Company forward to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week two weeks of their execution; , provided, however, that the Company Seller shall provide the Purchaser, Purchaser or its designee, designee with a certified true copy of any such document submitted for recordation within one week two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) ninety days of its submission for recordation. From time If in connection with any assumption, modification, consolidation or extension of any Mortgage Loan, the applicable Seller has not delivered or caused to time be delivered any original document evidencing an assumption, modification, consolidation or extension with evidence of recording thereon because of a delay caused by the Company may have public recording office where such document has been delivered for recordation or because such document has been lost or because such public recording office retains the original recorded document, the Seller shall deliver or cause to be delivered to the Purchaser, (i) in the case of a need for delay caused by the public recording office, a copy of such document certified by the applicable Seller, escrow agent, title insurer or closing attorney to be a true and complete copy of the original recorded document and (ii) in the case where a public recording office retains the original recorded document or in the case where a document is lost after recordation in a public recording office, a copy of such document certified by such public recording office to be a true and complete copy of the original recorded document; In the event that the Seller does not comply with the delivery requirements set forth in this Subsection 6.03 with respect to any Mortgage Loan, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held be repurchased by the Company, such possession is Seller at the Repurchase Price in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphaccordance with Subsection 7.03.
Appears in 2 contracts
Samples: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Ar6), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-Ar1)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee designee, Wachovia Bank, National Association, the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term SheetDocuments. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto Mortgage Loan Documents shall be delivered by the Company Seller to the Purchaser or its designee no later than three designee, Wachovia Bank, National Association, at 4000 Xxxxxxxxxxxx Xxxxx, Xxxxx X, Xxxxxxxxx, Xxxxxxxx 00000, Attention: Rxx Xxxxxx, at least five (35) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company Seller may have in its possession, shall be retained by the Company Servicer in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days of the Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver a copy of such document document, if not previously delivered, and a Seller’s Officer’s Certificate to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Seller’s Officer's ’s Certificate, a subsequent Company's Seller’s Officer's ’s Certificate shall be delivered by such date specified in the prior Company's Seller’s Officer's ’s Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company The Seller shall continue to use its commercially reasonable best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage or Form UCC-3’s for Co-op Loans and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company Seller shall prepare, in recordable form, all assignments Assignments of mortgage Mortgage or Form UCC-3’s for Co-op Loans necessary to assign the Mortgage Loans to Purchaser, or its designee. Company Seller shall be responsible for recording the assignments Assignments of mortgageMortgage or Form UCC-3’s for Co-op Loans. Company Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's Seller’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given Seller in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionin accordance with the FNMA Guides; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time time, in order to fulfill its obligations hereunder, the Company Seller may have a need for Mortgage Loan Documents to be released from by Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the CompanySeller, within ten (10) Business Days, deliver to the CompanySeller, any requested documentation previously delivered to Purchaser or its designee as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanySeller, such possession is in trust for the benefit of Purchaser. Company Seller shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's ’s fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Seller pursuant to this paragraph. Any and all documents required to be delivered pursuant to this Section 2.07 other than those Mortgage Loan Documents required to be delivered within five (5) Business Days prior to the Closing Date pursuant to a bailee letter agreement shall be delivered to the following addressee: Wachovia Bank, National Association, 4000 Xxxxxxxxxxxx Xxxxx, Xxxxx X, Xxxxxxxxx, Xxxxxxxx 00000, Attention: Rxx Xxxxxx.
Appears in 2 contracts
Samples: Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2007-2f), Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2007-1f)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, (2), (3), (4), (5), (6), at least seven (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant (or such earlier date as the Purchaser may reasonably request), deliver and release to a bailee letter agreement. All other documents in Exhibit A heretothe Custodian, together with all other documents executed in connection with the Mortgage Loan Documents with respect to each Mortgage Loan. To the extent that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded any such Mortgage Loan Documents or the original policy of title insurance, including riders have been delivered for recording and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case have not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, yet been returned to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned Seller by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate applicable recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterSeller shall, provided that if promptly following receipt by it of such documents are not delivered by the 270th day Mortgage Loan Documents from the date of the related Closing Dateapplicable recording office, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original deliver such documents to the Purchaser or its designee. Company shall prepare; provided, in recordable formhowever, all assignments of mortgage necessary to assign that the Mortgage Loans to Purchaser, original recorded document or its designee. Company a clerk-certified copy thereof shall be responsible for recording delivered to the assignments of mortgagePurchaser no later than two hundred and ten (210) days following the Closing Date, subject to the following paragraph. Company shall provide an In the event that such original or duplicate original copy of any document submitted for recordation to the title insurance policy appropriate public recording office is not so delivered to the Purchaser or its designee within ninety two hundred and ten (90210) days of following the Closing Date, and in the event that the Seller does not cure such failure within thirty (30) days after receipt of the recorded documents (required for issuance written notification of such policy) failure from the applicable recording office. Any review by the Purchaser, or its designeethe related Mortgage Loan shall, upon the request of the Mortgage Files Purchaser, be repurchased by the Seller at the Repurchase Price. The foregoing repurchase obligation shall not apply in no way alter the event the Seller cannot deliver such original or reduce clerk-certified copy of any document submitted for recordation to the Company's obligations hereunder. If appropriate public recording office within the Purchaser or its designee discovers any defect with respect specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of the Seller, confirming that such document has been accepted for recording and that the Seller shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within twelve (12) months after receipt of written notification of such failure from the Purchaser, the Purchaser shall, or Seller shall cause its designee to, give written specification of such defect to immediately repurchase the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such related Mortgage Loan in accordance with Section 3.03at the Repurchase Price. The Company To the extent received by it, the Servicing Administrator shall promptly forward or cause to be promptly forwarded to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 2 contracts
Samples: Mortgage Loan Purchase and Servicing Agreement, Mortgage Loan Purchase and Servicing Agreement (Five Oaks Investment Corp.)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 one hundred twenty (120) days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 one hundred twenty (120) days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 one hundred eighty (180) days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The For each Mortgage Loan that is not a MERS Mortgage Loan, the Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. In addition, in connection with the assignment of any MERS Mortgage Loan, the Company agrees that it will cause, at its own expense, the MERS® System to indicate that such Mortgage Loans have been assigned by the Company to the Purchaser in accordance with this Agreement by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the MERS® System to identify the Purchaser of such Mortgage Loans. The Company further agrees that it will not alter the information referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within no later than ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Bear Stearns ALT-A Trust 2006-2, Mortgage Pass-Through Certificates, Series 2006-2), Pooling and Servicing Agreement (Bear Stearns ALT-A Trust 2006-7)
Delivery of Mortgage Loan Documents. The Company With respect to each Mortgage Loan, the Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, (a) at least seven (5) Business Days prior to the Closing Date (or such later date as the Purchaser may reasonably request), the original Mortgage Note endorsed in blank and the original Assignment of Mortgage assigned in blank and (b) the other Mortgage Files Loan Documents no later than sixty (60) days following the Closing Date, subject to the following paragraph. All documents shall be original documents or, in no way alter the case of Mortgage Loan Documents delivered for recording, either the original recorded documents or reduce clerk-certified copies. In the Company's obligations hereunder. If event that such original or copy of any document submitted for recordation to the appropriate public recording office is not so delivered to the Purchaser or its designee discovers within one hundred eighty (180) days following the Closing Date, and in the event that the Seller does not cure such failure within sixty (60) days after receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in the event the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any defect with respect document submitted for recordation to the appropriate public recording office within the specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a Servicing Officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within one hundred eighty (180) days after receipt of written notification of such failure from the Purchaser, the Purchaser shall, or Seller shall cause its designee to, give written specification of such defect to repurchase the Company which may be given Mortgage Loan at the price and in the exception report or manner specified in Subsection 7.03. To the certification delivered pursuant to this Section 2.07extent received by it, or otherwise in writing and the Company Servicer shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Structured Asset Securities Co Mor Pass-THR Cer Ser 2002-19), Mortgage Loan Sale and Servicing Agreement (Structured Asset Securities Corp Mor Pa Th Ce Se 2002 23xs)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three four (34) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that Closing Date solely because such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a CompanySeller's Officer's Certificate. The Seller's Officer's Certificate shall (i) identify the recorded document; (ii) state that the recorded document has not been delivered to the Custodian due solely to a delay by the public recording office and (iii) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation. The Seller will be required to deliver the document to the Custodian within the period of time specified pursuant to (iii) above. An extension of the period of time specified in (iii) above may be requested from the Purchaser, which consent shall not be unreasonably withheld or delayed. In the event that documents have not been received by the date specified in the CompanySeller's Officer's Certificate, a subsequent CompanySeller's Officer's Certificate shall be delivered by such date specified in the prior CompanySeller's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents The Seller shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterof all delayed recorded documents within 180 days of the Closing Date. In addition to the foregoing, provided that if the Seller, the Servicer, the Purchaser or the Custodian finds any document or documents constituting a part of a Mortgage File pertaining to a Mortgage Loan to be defective (or missing) in any material respect, and such documents defect or missing document materially and adversely affects the value of the related Mortgage Loan or the interests of the Purchaser therein, the party discovering such defect shall promptly so notify the Seller. The Seller shall have a period of 90 days after receipt of such written notice within which to correct or cure any such defect. If the originals or certified copies required in this Section 2.07 are not delivered by as required within 90 days following the 270th day from the date of the related Closing DateDate or as otherwise extended as set forth above, the Company shall repurchase the related Mortgage Loans at Loan shall, upon request of the Repurchase Price Purchaser, be repurchased by the Seller in accordance with Section 3.03 3.04 hereof; provided, however, that the foregoing repurchase obligation shall not apply in the event the Seller cannot deliver such items due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall deliver instead a recording receipt of such recording office or, if such recording receipt is not available, an Officer's Certificate from the Seller confirming that such documents have been accepted for recording. Any such document shall be delivered to the Purchaser or its designee promptly upon receipt thereof from the related recording office. Notwithstanding the foregoing, if a defect constitutes a Qualification Defect, any repurchase must take place within 75 days of the date such defect is discovered. Notwithstanding the foregoing, with respect to a Mortgage Loan, if, at the end of such 90-day period, the Seller delivers an Officer's Certificate to the Purchaser certifying that the Seller is using good faith efforts to correct or cure such defect and identifying progress made, then the Purchaser shall grant the Seller an extension to correct or cure such defect. The Company extension shall not extend beyond (1) the date that is 75 days after the date the defect is discovered, or, (2) if the defect is not a Qualification Defect (as evidenced by an Opinion of Counsel), the date that is 30 days beyond the original 90-day cure period. If the defect is not a Qualification Defect, additional 30-day extensions may be obtained pursuant to the same procedure, as long as the Seller demonstrates continued progress toward a correction or cure; provided that no extension shall be granted beyond 180 days from the date on which the Seller received the original notice of the defect. Pursuant to Section 12.11, for any Mortgage Loans which is not a MERS Mortgage Loan, the Seller shall be responsible for preparing an assignment in blank, in recordable form with respect to each such Mortgage Loan. The Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage and any other fees in connection with the transfer of all original documents the Mortgage Loan Documents to the Purchaser or its designee. Company No later than five (5) days prior to the related Closing Date, the Seller shall prepare, in recordable form, all assignments provide a copy of mortgage necessary the commitment for title insurance to assign the Mortgage Loans to Purchaser, Purchaser or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, Purchaser or its designee, designee of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing Seller and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.033.04. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, execution except that in the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original case of any document submitted for recordation a certified copy shall be delivered to the Custodian within 10 days of execution, and an original or or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty five (605) days of its submission for recordationreturn from the appropriate public recording office, but in all cases within 60 days, subject to the extension procedures set forth above. From time The failure of the Purchaser to time notify the Company may have Seller of any defective or missing document in a need for Mortgage File within such 90-day period, or the failure of the Purchaser to require the Seller to cure or repurchase the related Mortgage Loan Documents upon expiration of such 90-day period, shall not constitute a waiver of its rights hereunder, including the rights with respect to a Mortgage Loan, to require the Seller to repurchase the affected Mortgage Loan and the right to indemnification pursuant to Section 8.01 hereof. To the extent that the Custodian certifies any document as being delivered to it pursuant to the Custodial Agreement in a non-defective state and such document subsequently becomes missing or defective, the Seller shall not be released from obligated to repurchase the related Mortgage Loan by reason of such missing or defective document, to redeliver such document to the Custodian or to correct any such defect. The Seller covenants that with respect to each Mortgage Loan, it shall maintain in its possession, available for Purchaser's inspection, or its designee. Purchaser shall, or and shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to Purchaser on demand, to the Companyextent available, any requested documentation previously delivered to Purchaser as part evidence of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against compliance with any and all lossesrequirements of any federal, claimsstate or local law including, damageswithout limitation, penaltiesusury, finestruth-in-lending, forfeituresreal estate settlement procedures, costs and expenses (including court costs and reasonable attorney's fees) resulting from consumer credit protection, equal credit opportunity or related disclosure laws applicable to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphMortgage Loan.
Appears in 2 contracts
Samples: Warranties and Servicing Agreement (Gs Mortgage Securities Corp), Warranties and Servicing Agreement (Gs Mortgage Securities Corp)
Delivery of Mortgage Loan Documents. The Company shall Seller will, on or prior to the Closing Date, deliver and release or cause to be delivered to the Purchaser or its any assignee, transferee or designee of the Purchaser the complete Mortgage File (as defined in Exhibit 1) for each Mortgage Loan included on the Mortgage Loan Schedule, which Mortgage File shall contain the Mortgage Loan Documents (as defined in accordance with the terms of this Agreement and the related Term SheetExhibit 2). The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, Purchaser original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week two (2) weeks of their execution; , provided, however, that the Company Seller shall provide the Purchaser, or its designee, Purchaser with a certified true copy of any such document submitted for recordation within one week two (2) weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty ninety (6090) days of its submission for recordation, subject to extension for reasonable cause. From time to time In the Company may have a need for Mortgage Loan Documents event any document required to be released from delivered to the Purchaser pursuant to this Section 4(b), including an original or copy of any document submitted for recordation to the appropriate public recording office, is not so delivered to the Purchaser, or to such other Person as the Purchaser shall designate in writing, within ninety (90) days following the Closing Date (other than with respect to the Assignments of Mortgage which shall be delivered to the Purchaser in blank and recorded subsequently by the Purchaser or its designee. Purchaser ), and in the event that the Seller does not cure such failure within thirty (30) days of discovery or receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, or shall cause its designee, upon the written request of the CompanyPurchaser, be repurchased by the Seller at the price and in the manner specified in Section 7. The foregoing repurchase obligation shall not apply in the event that the Seller cannot deliver an original document submitted for recordation to the appropriate public recording office within ten (10) Business Daysthe specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate, confirming that such documents have been accepted for recording; provided that, upon request of the Purchaser and delivery by the Purchaser to the Seller of a schedule of the related Mortgage Loans, the Seller shall reissue and deliver to the CompanyPurchaser or its designee said officer’s certificate. In addition to its repurchase obligations set forth above in this paragraph, any requested documentation previously delivered the Seller shall exert customary and diligent efforts to cause the delivery to the Purchaser as part of the Mortgage File, provided that such documentation is promptly returned documents required to Purchaser, or its designee, when be delivered under the Company no longer requires possession preceding paragraphs. Each document required to be delivered under this Section 4(b) shall be delivered by the Seller within three hundred and sixty (360) days of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphClosing Date.
Appears in 2 contracts
Samples: Mortgage Loan Purchase Agreement, Mortgage Loan Purchase Agreement (SG Mortgage Securities Trust 2006-Fre1)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three two (32) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 270 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 270 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that because such documents shall not have been returned by the appropriate recording office, the Company Seller shall continue to deliver a recording receipt of such recording office, or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Seller, confirming that such document has been accepted for recording and shall use its best efforts to effect delivery as soon as possible thereafter, provided that if deliver such documents are not delivered by document within twelve (12) months of the 270th day from the date of related Closing Date. No later than three (3) days prior to the related Closing Date, the Company Seller shall repurchase provide a copy of the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, commitment for the assignments of mortgage and any other fees in connection with the transfer of all original documents title insurance to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign Any review by the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If To the Purchaser or its designee discovers any defect with respect to a Mortgage Fileextent received by it, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a copy, certified by the Seller as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) days weeks of its submission return from the appropriate public recording office. The Seller shall pay all initial recording fees, if any, for recordation. From time the Assignments of Mortgage and any other fees or costs in transferring all original documents to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designeeCustodian or, upon the written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser's designee. The Purchaser or the Purchaser's designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 2 contracts
Samples: Mortgage Loan Sale and Servicing Agreement (GSAA Home Equity Trust 2006-16), Servicing Agreement (GSAA Home Equity Trust 2006-14)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee designee, Wachovia Bank, National Association, the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term SheetDocuments. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto Mortgage Loan Documents shall be delivered by the Company Seller to the Purchaser or its designee no later than three designee, Wachovia Bank, National Association, at 0000 Xxxxxxxxxxxx Xxxxx, Xxxxx X, Xxxxxxxxx, Xxxxxxxx 00000, Attention: Xxx Xxxxxx, at least five (35) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company Seller may have in its possession, shall be retained by the Company Servicer in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days of the Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver a copy of such document document, if not previously delivered, and a Seller's Officer's Certificate to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the CompanySeller's Officer's Certificate, a subsequent CompanySeller's Officer's Certificate shall be delivered by such date specified in the prior CompanySeller's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company The Seller shall continue to use its commercially reasonable best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage or Form UCC-3's for Co-op Loans and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company Seller shall prepare, in recordable form, all assignments Assignments of mortgage Mortgage or Form UCC-3's for Co-op Loans necessary to assign the Mortgage Loans to Purchaser, or its designee. Company Seller shall be responsible for recording the assignments Assignments of mortgageMortgage or Form UCC-3's for Co-op Loans. Company Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given Seller in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionin accordance with the FNMA Guides; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time time, in order to fulfill its obligations hereunder, the Company Seller may have a need for Mortgage Loan Documents to be released from by Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the CompanySeller, within ten (10) Business Days, deliver to the CompanySeller, any requested documentation previously delivered to Purchaser or its designee as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanySeller, such possession is in trust for the benefit of Purchaser. Company Seller shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Seller pursuant to this paragraph. Any and all documents required to be delivered pursuant to this Section 2.07 other than those Mortgage Loan Documents required to be delivered within five (5) Business Days prior to the Closing Date pursuant to a bailee letter agreement shall be delivered to the following addressee: Wachovia Bank, National Association, 0000 Xxxxxxxxxxxx Xxxxx, Xxxxx X, Xxxxxxxxx, Xxxxxxxx 00000, Attention: Xxx Xxxxxx.
Appears in 2 contracts
Samples: Assignment and Assumption Agreement (Banc of America Funding 2006-5 Trust), Assignment and Assumption Agreement (Banc of America Funding 2006-6 Trust)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller/Servicer shall, (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than at least three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto(or such earlier date as the Purchaser may reasonably request), together with all other documents executed in connection with deliver, at the Mortgage Loan that Company may have in its possessionSeller’s expense, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, release to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review so directed by the Purchaser, or its designeeto the Custodian, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect Loan Documents with respect to a each Mortgage FileLoan. To the extent received by it, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller/Servicer shall forward to the Purchaser, or its designee, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionthis Agreement; provided, however, that the Company Seller/Servicer shall provide the Purchaser, or its designee, Custodian with a certified true copy of any such document submitted for recordation within one week of its executionrecordation, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty ninety (6090) days of its submission for recordation. From time With respect to time any Mortgage Loan registered with the Company may have MERS System, Seller/Servicer shall take all action necessary to cause the MERS System to reflect Purchaser as the beneficial owner of the Mortgage Loan. In the event that the original (or a need for copy thereof certified by the public recording office in which such document has been recorded) of any of the Mortgage Loan Documents (except the Assignment of Mortgage) cannot be delivered on the Closing Date due to a delay in the public recording office, the Seller/Servicer shall deliver or cause to be released from Purchaserdelivered to the Purchaser a true and correct copy of such documents on the Closing Date, and if the original (or its designee. a copy thereof certified by the public recording office in which such document has been recorded) of any such document is not delivered to the Purchaser within 90 days after the Closing Date, the related Mortgage Loan shall, or shall cause its designee, upon the written request of the CompanyPurchaser, within ten (10) Business Daysbe repurchased by the Seller/Servicer at the price and in the manner specified in Section 6.03, deliver unless the Seller/Servicer is delayed in so delivering such documents because any such instruments shall not have been received by the Seller/Servicer from the appropriate recording office. The Seller/Servicer shall make an image of the related Mortgage File available to the CompanyPurchaser for examination at the Seller/Servicer's offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller/Servicer. Such examination may be made by the Purchaser or its designee at any reasonable time prior to the Closing Date. The Purchaser may, at its option and without notice to the Seller/Servicer, purchase any requested documentation previously delivered Mortgage Loan without conducting any partial or complete examination. The fact that the Purchaser has conducted or has determined not to Purchaser as part conduct any partial or complete examination of the Mortgage File, Files shall not affect the Purchaser's rights to demand repurchase or other relief or remedy provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is for in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 1 contract
Samples: Reconstituted Servicing Agreement (Structured Asset Securities Corp Thorn Mort Sec Tr 2003-3)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, finesfmes, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.
Appears in 1 contract
Samples: Distribution Instructions (Bear Stearns Asset Backed Securities I Trust 2006-Ac2)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee designee, _______________, the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term SheetDocuments. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company Seller to the Purchaser or its designee designee, _____________________________, no later than three four (34) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company Seller may have in its possession, shall be retained by the Company Servicer in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days of the Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a CompanySeller's Officer's Certificate. In the event that documents have not been received by the date specified in the CompanySeller's Officer's Certificate, a subsequent CompanySeller's Officer's Certificate shall be delivered by such date specified in the prior CompanySeller's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company The Seller shall continue to use its commercially reasonable best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company Seller shall prepare, in recordable form, all assignments Assignments of mortgage Mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company Seller shall be responsible for recording the assignments Assignments of mortgageMortgage. Company Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given Seller in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time time, in order to fulfill its obligations hereunder, the Company Seller may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the CompanySeller, within ten (10) Business Days, deliver to the CompanySeller, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanySeller, such possession is in trust for the benefit of Purchaser. Company Seller shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Seller pursuant to this paragraph. Any and all documents required to be delivered pursuant to this Section 2.07 other than those Mortgage Loan Documents required to be delivered within four (4) Business Days prior to the Closing Date pursuant to a bailee letter agreement shall be delivered to the following addressee: __________________________.
Appears in 1 contract
Samples: Assignment and Assumption Agreement (Structured Asset Sec Mort Pass Thru Cert Ser 2002-22h)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three five (35) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shallSeller shall use its best efforts to deliver within 180 days, promptly upon receipt thereof and in any case not no event later than 120 days 270 days, from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 270 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that because such documents shall not have been returned by the appropriate recording office, the Company Seller shall continue notify the Purchaser of the same and indicate in such notice the approximate date on which such documents shall be delivered. The Seller shall provide the Purchaser with updated reports as to the status of such documents as necessary thereafter. The Seller shall use its best efforts to effect delivery as soon as possible thereafter, provided that if such of all delayed recorded documents are not delivered by the 270th day from the date within 360 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, Purchaser or its designee, designee of the Mortgage Files shall in no way alter or reduce the Company's Seller’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week two (2) weeks of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, execution and shall also provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) days weeks of its submission for recordation. From time to time return from the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphappropriate public recording office.
Appears in 1 contract
Delivery of Mortgage Loan Documents. The Company shall deliver cause to be delivered and release released to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) 8) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver cause to be delivered the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver cause to be delivered such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver cause to be delivered such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect cause delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay bear responsibility for the payment of all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall preparecause the preparation, in recordable form, of all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designeedesignee and shall deliver said assignments to Purchaser. Company shall be responsible for recording the initial assignments of mortgagemortgage promptly following receipt of Purchaser's written request therefor. Company shall provide an original or duplicate original (including a digitally imaged version of the original) of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward cause to be forwarded to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide cause to be provided to the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the CompanyCompany or Servicer, as specified in the written request, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company or Servicer no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanyCompany or Servicer, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company or Servicer pursuant to this paragraph.
Appears in 1 contract
Delivery of Mortgage Loan Documents. The Company With respect to each Mortgage Loan, the Seller shall deliver and release to the Purchaser or Purchaser, its designee or the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Custodian, (2), (3), (4), a) at least five (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto(or such later date as the Purchaser may reasonably request), together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Note endorsed in blank and the original Assignment of Mortgage assigned in blank and (b) the other Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on no later than sixty (60) days following the related Closing Date, subject to the Company shallfollowing paragraph. All documents shall be original documents or, promptly upon receipt thereof and in any the case not later than 120 days from of Mortgage Loan Documents delivered for recording, either the related Closing Date, deliver original recorded documents or clerk-certified copies. In the event that such original documents, including original recorded documents, or copy of any Mortgage Loan Document is not so delivered to the Purchaser or its designee within one hundred eighty (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180) days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of following the related Closing Date, and in the Company event that the Seller does not cure such failure within sixty (60) days after receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in the event the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an Officer’s Certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within one hundred eighty (180) days after receipt of written notification of such failure from the Purchaser, the Seller shall repurchase the related Mortgage Loans Loan at the Repurchase Price price and in accordance with Section 3.03 hereofthe manner specified in Subsection 7.03. The Company shall pay all initial recording fees, if any, for To the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review extent received by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage Fileit, the Purchaser shall, or Servicer shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Lehman XS Trust Series 2006-14n)
Delivery of Mortgage Loan Documents. The Company shall Seller shall, at least five (5) Business Days prior to the related Closing Date, deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement respect to each Mortgage Loan to be purchased and sold on such Closing Date and set forth on the related Term SheetMortgage Loan Schedule delivered with such Mortgage Loan Documents. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto Seller shall be delivered by the Company forward to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week two weeks of their execution; , provided, however, that the Company Seller shall provide the Purchaser, Purchaser or its designee, designee with a certified true copy of any such document submitted for recordation within one week two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) ninety days of its submission for recordation. From time If in connection with any assumption, modification, consolidation or extension of any Mortgage Loan, the applicable Seller has not delivered or caused to time be delivered any original document evidencing an assumption, modification, consolidation or extension with evidence of recording thereon because of a delay caused by the Company may have public recording office where such document has been delivered for recordation or because such document has been lost or because such public recording office retains the original recorded document, the Seller shall deliver or cause to be delivered to the Purchaser, (i) in the case of a need for delay caused by the public recording office, a copy of such document certified by the applicable Seller, escrow agent, title insurer or closing attorney to be a true and complete copy of the original recorded document and (ii) in the case where a public recording office retains the original recorded document or in the case where a document is lost after recordation in a public recording office, a copy of such document certified by such public recording office to be a true and complete copy of the original recorded document. In the event that the Seller does not comply with the delivery requirements set forth in this Section 6.03 with respect to any Mortgage Loan, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held be repurchased by the Company, such possession is Seller at the Repurchase Price in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphaccordance with Section 7.03.
Appears in 1 contract
Samples: Loan Purchase and Interim Servicing Agreement (Luminent Mortgage Trust 2007-2)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate USActive 7452067.1 recording office). If delivery is not completed within 120 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that because such documents shall not have been returned by the appropriate recording office, the Company Seller shall continue to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Seller, confirming that such document has been accepted for recording and shall use its best efforts to effect delivery as soon as possible thereafter, provided that if deliver such documents are not delivered by the 270th day from the date document within twelve (12) months of the related Closing Date. To the extent received by it, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a copy, certified by the Seller as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) days weeks of its submission return from the appropriate public recording office. The Seller shall pay all initial recording fees, if any, for recordation. From time the Assignments of Mortgage and any other fees or costs in transferring all original documents to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designeeCustodian or, upon the written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser's designee. The Purchaser or the Purchaser's designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 1 contract
Samples: Assignment Agreement (Morgan Stanley Mortgage Loan Trust 2007-3xs)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three four (34) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that Closing Date solely because such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a CompanySeller's Officer's Certificate. The Seller's Officer's Certificate shall (i) identify the recorded document; (ii) state that the recorded document has not been delivered to the Custodian due solely to a delay by the public recording office and (iii) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation. The Seller will be required to deliver the document to the Custodian within the period of time specified pursuant to (iii) above. An extension of the period of time specified in (iii) above may be requested from the Purchaser, which consent shall not be unreasonably withheld or delayed. In the event that documents have not been received by the date specified in the CompanySeller's Officer's Certificate, a subsequent CompanySeller's Officer's Certificate shall be delivered by such date specified in the prior CompanySeller's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents The Seller shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterof all delayed recorded documents within 180 days of the Closing Date. In addition to the foregoing, provided that if the Seller, the Servicer, the Purchaser or the Custodian finds any document or documents constituting a part of a Mortgage File pertaining to a Mortgage Loan to be defective (or missing) in any material respect, and such documents defect or missing document materially and adversely affects the value of the related Mortgage Loan or the interests of the Purchaser therein, the party discovering such defect shall promptly so notify the Seller. The Seller shall have a period of 90 days after receipt of such written notice within which to correct or cure any such defect. If the originals or certified copies required in this Section 2.07 are not delivered by as required within 90 days following the 270th day from the date of the related Closing DateDate or as otherwise extended as set forth above, the Company shall repurchase the related Mortgage Loans at Loan shall, upon request of the Repurchase Price Purchaser, be repurchased by the Seller in accordance with Section 3.03 3.04 hereof; provided, however, that the foregoing repurchase obligation shall not apply in the event the Seller cannot deliver such items due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall deliver instead a recording receipt of such recording office or, if such recording receipt is not available, an Officer's Certificate from the Seller confirming that such documents have been accepted for recording. Any such document shall be delivered to the Purchaser or its designee promptly upon receipt thereof from the related recording office. Notwithstanding the foregoing, if a defect constitutes a Qualification Defect, any repurchase must take place within 75 days of the date such defect is discovered. Notwithstanding the foregoing, with respect to a Mortgage Loan, if, at the end of such 90-day period, the Seller delivers an Officer's Certificate to the Purchaser certifying that the Seller is using good faith efforts to correct or cure such defect and identifying progress made, then the Purchaser shall grant the Seller an extension to correct or cure such defect. The Company extension shall not extend beyond (1) the date that is 75 days after the date the defect is discovered, or, (2) if the defect is not a Qualification Defect (as evidenced by an Opinion of Counsel), the date that is 30 days beyond the original 90-day cure period. If the defect is not a Qualification Defect, additional 30-day extensions may be obtained pursuant to the same procedure, as long as the Seller demonstrates continued progress toward a correction or cure; provided that no extension shall be granted beyond 180 days from the date on which the Seller received the original notice of the defect. Pursuant to Section 12.11, the Seller shall be responsible for recording the Assignments of Mortgage. The Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage and any other fees in connection with the transfer of all original documents the Mortgage Loan Documents to the Purchaser or its designee. Company No later than five (5) days prior to the related Closing Date, the Seller shall prepare, in recordable form, all assignments provide a copy of mortgage necessary the commitment for title insurance to assign the Mortgage Loans to Purchaser, Purchaser or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, Purchaser or its designee, designee of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing Seller and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.033.04. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, execution except that in the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original case of any document submitted for recordation a certified copy shall be delivered to the Custodian within 10 days of execution, and an original or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty five (605) days of its submission for recordationreturn from the appropriate public recording office, but in all cases within 60 days, subject to the extension procedures set forth above. From time The failure of the Purchaser to time notify the Company may have Seller of any defective or missing document in a need for Mortgage File within such 90-day period, or the failure of the Purchaser to require the Seller to cure or repurchase the related Mortgage Loan Documents upon expiration of such 90-day period, shall not constitute a waiver of its rights hereunder, including the rights with respect to a Mortgage Loan, to require the Seller to repurchase the affected Mortgage Loan and the right to indemnification pursuant to Section 8.01 hereof. To the extent that the Custodian certifies a any document as being delivered to it pursuant to the Custodial Agreement in a non-defective state and such document subsequently becomes missing or defective, the Seller shall not be released from obligated to repurchase the related Mortgage Loan by reason of such missing or defective document, to redeliver such document to the Custodian or to correct any such defect. The Seller covenants that with respect to each Mortgage Loan, it shall maintain in its possession, available for Purchaser's inspection, or its designee. Purchaser shall, or and shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to Purchaser on demand, to the Companyextent available, any requested documentation previously delivered to Purchaser as part evidence of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against compliance with any and all lossesrequirements of any federal, claimsstate or local law including, damageswithout limitation, penaltiesusury, finestruth-in-lending, forfeituresreal estate settlement procedures, costs and expenses (including court costs and reasonable attorney's fees) resulting from consumer credit protection, equal credit opportunity or related disclosure laws applicable to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphMortgage Loan.
Appears in 1 contract
Samples: Assignment, Assumption and Recognition Agreement (Gs Mortgage Securities Corp)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items Seller shall, at least ten (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (310) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request) deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in In connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Dateforegoing, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to Seller shall indemnify the Purchaser and its present and former directors, officers, employees and agents and any Successor Servicer and its present and former directors, officers, employees and agents, and hold such parties harmless against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and other costs and expenses based on or its designee (unless the Company is delayed in making such delivery by reason of grounded upon, or resulting from, the fact that such documents shall not have been returned by the appropriate recording office). If delivery any Mortgage Loan is not completed within 120 days solely due to delays in making such delivery covered by reason an ALTA or CLTA lender's title insurance policy. For purposes of the fact that such documents previous sentence, "Purchaser" shall not have been returned by mean the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period Person then acting as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage Purchaser under this Agreement and any other fees in connection with and all Persons who previously were "Purchasers" under this Agreement and "Successor Servicer" shall mean any Person designated as the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered Successor Servicer pursuant to this Section 2.07Agreement and any and all Persons who previously were "Successor Servicers" pursuant to this Agreement. To the extent received by it, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Servicer shall provide the Purchaser, or its designee, with a copy, certified by the Servicer as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) weeks following receipt of the original document by the Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser no later than 180 days following the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy of any document submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its submission for recordation. From time to time designee within 180 days following the Company may have a need for related Closing Date, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that (i) the Servicer shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Servicer, confirming that such document has been sent for recording, and (ii) such document is delivered within twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser's designee. The Purchaser or the Purchaser's designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 1 contract
Samples: Mortgage Loan Sale and Servicing Agreement (GSAA Home Equity Trust 2006-16)
Delivery of Mortgage Loan Documents. The Company shall deliver Pursuant to various conveyance documents to be executed on the Closing Date and release pursuant to the Pooling and Servicing Agreement, the Purchaser or will assign on the Closing Date all of its designee right, title and interest in and to the Mortgage Loan Documents in accordance with Loans to the terms Trustee for the benefit of this Agreement the Certificateholders and the related Term Sheet. The documents enumerated Certificate Insurer, as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company their interests may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificateappear. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, and assignment of the Mortgage Files shall in no way alter Loans, the Seller has delivered or reduce will deliver or cause to be delivered to the Company's obligations hereunder. If Trustee by the Closing Date or such later date as is agreed to by the Purchaser or its designee discovers any defect with respect and the Seller (each of the Closing Date and such later date is referred to as a “Mortgage FileFile Delivery Date”), the Purchaser shalldocuments set forth on Exhibit 1 hereto, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that in lieu of the Company shall provide foregoing, the PurchaserSeller may deliver the following documents, under the circumstances set forth below: (x) in lieu of the original Mortgage, assignments to the Trustee or its designeeintervening assignments thereof which have been delivered, are being delivered or will upon receipt of recording information relating to the Mortgage required to be included thereon, be delivered to recording offices for recording and have not been returned in time to permit their delivery as specified above, the Seller may deliver a true copy thereof with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide certification by the original of any document submitted for recordation or a copy Seller on the face of such document certified by the appropriate public recording office copy, substantially as follows: “Certified to be a true and complete correct copy of the original, which has been transmitted for recording”; (y) in lieu of the Mortgage, assignments to the Trustee or intervening assignments thereof, if the applicable jurisdiction retains the originals of such documents or if the originals are lost (in each case, as evidenced by a certification from the Seller to such effect), the Seller may deliver photocopies of such documents containing an original within sixty certification by the judicial or other governmental authority of the jurisdiction where such documents were recorded; and (60z) days in lieu of its submission for recordationthe Mortgage Notes relating to the Mortgage Loans, each identified in the list delivered by the Purchaser to the Trustee on the Closing Date and attached hereto as Exhibit 2, the Seller may deliver lost note affidavits and indemnities of the Seller; and provided further, however, that in the case of Mortgage Loans which have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Seller, in lieu of delivering the above documents, may deliver to the Trustee a certification by the Seller to such effect. From time The Seller shall deliver such original documents (including any original documents as to time which certified copies had previously been delivered) or such certified copies to the Company may have a need for Trustee promptly after they are received. The Seller shall cause the Mortgage Loan Documents and intervening assignments, if any, and the assignment of the Mortgage to be released from Purchaserrecorded not later than 180 days after the Closing Date, or its designeeor, in lieu of such assignments, shall provide an Opinion of Counsel pursuant to Section 6 hereof to the effect that the recordation of such assignment is not necessary to protect the Trustee’s interest in the related Mortgage Loan. Purchaser shall, or shall cause its designee, upon Upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of Seller will assist the document, and provided that during Purchaser in effecting the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related assignment referred to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphabove.
Appears in 1 contract
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. Agreement.. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgagemortgage at the Purchasers direction. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week two weeks of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week two weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days two weeks following receipt of its submission for recordationthe original documents by the Company. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.
Appears in 1 contract
Samples: Recognition Agreement (Bear Stearns ALT-A Trust 2006-1)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, (2), (3), (4), at least five (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant (or such later date as the Purchaser may reasonably request), deliver and release to a bailee letter agreement. All other documents in Exhibit A heretothe Custodian, together with all other documents executed in connection with the Mortgage Loan Documents with respect to each Mortgage Loan in the related Mortgage Loan Package. To the extent that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded any such Mortgage Loan Documents or the original policy of title insurance, including riders have been delivered for recording and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case have not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, yet been returned to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned Seller by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate applicable recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterSeller shall, provided that if promptly following receipt by it of such documents are not delivered by the 270th day Mortgage Loan Documents from the date of the related Closing Dateapplicable recording office, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original deliver such documents to the Purchaser or its designee. Company shall prepare; provided, in recordable formhowever, all assignments of mortgage necessary to assign that the Mortgage Loans to Purchaser, original recorded document or its designee. Company a clerk-certified copy thereof shall be responsible for recording delivered to the assignments of mortgagePurchaser no later than one year following the related Closing Date, subject to the following paragraph. Company shall provide an In the event that such original or duplicate original copy of any document submitted for recordation to the title insurance policy appropriate public recording office is not so delivered to the Purchaser or its designee within ninety (90) days of following the related Closing Date, and in the event that the Seller does not cure such failure within sixty (60) days after receipt of the recorded documents (required for issuance written notification of such policy) failure from the applicable recording office. Any review by the Purchaser, or its designeethe related Mortgage Loan shall, upon the request of the Mortgage Files Purchaser, be repurchased by the Seller at a price and in the manner specified in Section 7.03. The foregoing repurchase obligation shall not apply in no way alter the event the Seller cannot cause the Servicer to deliver such original or reduce clerk-certified copy of any document submitted for recordation to the Company's obligations hereunder. If appropriate public recording office within the Purchaser or its designee discovers any defect with respect specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within twelve (12) months after receipt of written notification of such failure from the Purchaser, the Purchaser shall, or Seller shall cause its designee to, give written specification of such defect to repurchase the Company which may be given related Mortgage Loan at the price and in the exception report or manner specified in Section 7.03. To the certification delivered pursuant to this Section 2.07extent received by it, or otherwise in writing and the Company Servicer shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 1 contract
Samples: Mortgage Loan Sale and Servicing Agreement (J.P. Morgan Alternative Loan Trust 2006-S1)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser (except for those records to be kept under Section 2.04 herein) or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term SheetDocuments. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company Seller to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, hereto shall be retained by the Company in trust for the PurchaserSeller. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days of the Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a CompanySeller's Officer's Certificate. In the event that documents have not been received by the date specified in the CompanySeller's Officer's Certificate, a subsequent CompanySeller's Officer's Certificate shall be delivered by such date specified in the prior CompanySeller's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company The Seller shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 300 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time time, in order to fulfill its obligations hereunder, the Company Seller may have a need for Mortgage Loan Documents to be released from the Custodian or the Purchaser, or its designee. Purchaser shall, or shall cause its designeedesignee or the Custodian, upon the written request of the CompanySeller, within ten (10) Business Days, deliver to the CompanySeller, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designeedesignee of the Custodian, when the Company Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanySeller, such possession is in trust for the benefit of Purchaser. Company The Purchaser shall cooperate with the Seller in order to allow the Seller to make any such request stated above directly to the Custodian, which cooperation may be in the form of assigning to the Seller the rights as servicer under a custodial agreement, in form and substance acceptable to the Seller. Seller shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Seller pursuant to this paragraph.
Appears in 1 contract
Samples: Reconstituted Servicing Agreement (Structured Asset Sec Corp Pass THR Cert Ser 2000-1)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release (i) at least two (2) Business Days prior to the Purchaser or its designee the related Closing Date (with respect to any Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1Package for up to 250 Mortgage Loans), or (2), (3), (4), (5), (6), (7), (8), (9ii) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than at least three (3) Business Days prior to the related Closing Date (with respect to any Mortgage Loan Package for more than 250 Mortgage Loans), or, in either case, such later date as the Purchaser may reasonably request, deliver and release to the Purchaser, or its designee, the Mortgage Loan Documents with respect to each Mortgage Loan pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with To the Mortgage Loan that Company may have in its possession, shall be retained extent received by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Dateit, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Servicer shall provide the Purchaser, or its designee, with a copy, certified by the Servicer as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) weeks following receipt of the original document by the Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser no later than 180 days following the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy of any document submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its submission for recordation. From time to time designee within 180 days following the Company may have a need for related Closing Date, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that (i) the Servicer shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording, and (ii) such document is delivered within twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser's designee. The Purchaser or the Purchaser's designee shall be responsible for recording the Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 1 contract
Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-1ar)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three two (32) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy within two (2) Business Days of title insurance, including riders and endorsements thereto, on the related Closing Date. The Seller shall provide the Purchaser, or its designee, with a copy, certified by the Company Seller, to be a true and complete copy of any original document submitted for recordation on or before the second Business Day prior to the related Closing Date. The Seller shall, promptly upon receipt thereof and in any case not later than 120 270 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 270 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that because such documents shall not have been returned by the appropriate recording office, the Company Seller shall continue to deliver a recording receipt of such recording office, or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Seller, confirming that such document has been accepted for recording and shall use its best efforts to effect delivery as soon as possible thereafter, provided that if deliver such documents are not delivered by document within twelve (12) months of the 270th day from the date of related Closing Date. No later than three (3) days prior to the related Closing Date, the Company Seller shall repurchase provide a copy of the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, commitment for the assignments of mortgage and any other fees in connection with the transfer of all original documents title insurance to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign Any review by the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If To the Purchaser or its designee discovers any defect with respect to a Mortgage Fileextent received by it, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designeeCustodian, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a copy, certified by the Seller as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) weeks of its return from the appropriate public recording office. In the event the Seller does not comply with the delivery requirements set forth in this Section 2.08 and such noncompliance materially and adversely affects the Purchaser's interest in the Mortgage Loan, the Purchaser shall notify the Seller of such noncompliance, and the Seller shall correct or cure the related omission or defect within thirty (30) days of its submission for recordationthe receipt of such notice. From time to time If the Company may have a need for Seller does not correct or cure such material and adverse omission or defect within such period, then the Seller shall repurchase such Mortgage Loan Documents to be released from Purchaser, or its designee. the Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to Days after the Company, any requested documentation previously delivered to Purchaser as part expiration of such thirty (30) day period at the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphRepurchase Price.
Appears in 1 contract
Samples: Assignment, Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2006-2)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee Custodian no later than three five (35) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other the documents and instruments in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in File for each Mortgage Loan. The Custodian shall certify its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded receipt of all such Mortgage Loan Documents or required to be delivered pursuant to the original policy of title insurance, including riders and endorsements thereto, on Custodial Agreement for the related Closing Date, as evidenced by the Company shall, promptly upon certification and trust receipt thereof and of the Custodian in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, form annexed to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentationCustodial Agreement. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Purchaser shall pay all initial recording fees, if any, for the assignments of mortgage fees and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original expenses of the title insurance policy to Purchaser or its designee within ninety (90) days of Custodian from and after the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03Closing Date. The Company Seller shall forward to the PurchaserCustodian, or its designeeto such other Person as the Purchaser shall designate in writing, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week two weeks of their execution; , provided, however, that the Company Seller shall provide the PurchaserCustodian, or its designeeto such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within one week two weeks of its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) ninety days of its submission for recordation. From time In the event the original of any copy of any document submitted for recordation to time the Company may have a need for appropriate public recording office, is not delivered to the Custodian or to such other Person as the Purchaser shall designate in writing, within 180 days following the Closing Date, the related Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 8.03. The foregoing repurchase obligation shall not apply in the event that the Seller cannot deliver such original or copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction, provided that (i) the Seller shall deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Seller, confirming that such documents have been accepted for recording (upon request of the Purchaser and delivery by the Purchaser to the Seller of a schedule of the related Mortgage Loans, the Seller shall reissue and deliver to the Purchaser or its designee said officer's certificate relating to the related Mortgage Loans), and (ii) such document is delivered within 270 days of the Closing Date. The Seller shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees or costs for a one-time transfer of all original documents to the Custodian or, upon written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, Purchaser or the Purchaser's designee. The Purchaser or the Purchaser's designee shall be responsible for recording any requested documentation previously delivered to Purchaser as part Assignments of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held shall be reimbursed by the Company, such possession is in trust Seller for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related associated therewith pursuant to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphpreceding sentence.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Gs Mortgage Sec Corp Mort Pass THR Certs Ser 2003-He2)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller/Servicer shall, (2), (3), (4), at least five (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto(or such earlier date as the Purchaser may reasonably request), together with all other documents executed in connection with deliver, at the Mortgage Loan that Company may have in its possessionSeller’s expense, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, release to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review so directed by the Purchaser, or its designeeto the Custodian, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect Loan Documents with respect to a each Mortgage FileLoan. To the extent received by it, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller/Servicer shall forward to the Purchaser, or its designee, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionthis Agreement; provided, however, that the Company Seller/Servicer shall provide the Purchaser, or its designee, Custodian with a certified true copy of any such document submitted for recordation within one week of its executionrecordation, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty ninety (6090) days of its submission for recordation. From time With respect to time any Mortgage Loan registered with the Company may have MERS System, the Seller/Servicer shall take all action necessary to cause the MERS System to reflect the Purchaser as the beneficial owner of the Mortgage Loan. In the event that the original (or a need for copy thereof certified by the public recording office in which such document has been recorded) of any of the Mortgage Loan Documents (except the Assignment of Mortgage) cannot be delivered on the Closing Date due to a delay in the public recording office, the Seller/Servicer shall deliver or cause to be released from Purchaserdelivered to the Purchaser a true and correct copy of such documents on the Closing Date, and if the original (or its designee. a copy thereof certified by the public recording office in which such document has been recorded) of any such document is not delivered to the Purchaser within 90 days after the Closing Date, the related Mortgage Loan shall, or shall cause its designee, upon the written request of the CompanyPurchaser, within ten (10) Business Daysbe repurchased by the Seller/Servicer at the price and in the manner specified in Section 6.03, deliver unless the Seller/Servicer is delayed in so delivering such documents because any such instruments shall not have been received by the Seller/Servicer from the appropriate recording office. The Seller/Servicer shall make an image of the related Mortgage File available to the CompanyPurchaser for examination at the Seller/Servicer’s offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller/Servicer. Such examination may be made by the Purchaser or its designee at any reasonable time prior to the Closing Date. The Purchaser may, at its option and without notice to the Seller/Servicer, purchase any requested documentation previously delivered Mortgage Loan without conducting any partial or complete examination. The fact that the Purchaser has conducted or has determined not to Purchaser as part conduct any partial or complete examination of the Mortgage File, Files shall not affect the Purchaser’s rights to demand repurchase or other relief or remedy provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is for in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 1 contract
Samples: Reconstituted Servicing Agreement (Thornburg Mortgage Securities Trust 2005-4)
Delivery of Mortgage Loan Documents. The Company Each Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents with respect to each Mortgage Loan in accordance with the terms of this Agreement and the related Term SheetMortgage Loan Package. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto Mortgage Loan Documents shall be delivered by the Company applicable Seller to the Purchaser or its designee no later than three designee, at least five (35) Business Days prior to the related Closing Date pursuant to a bailee letter agreement (other than those carved out pursuant to the applicable bailee letter agreement). All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company the applicable Seller may have in its possession, shall be retained by the Company applicable Servicer in trust for the Purchaser. If the Company applicable Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company applicable Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company applicable Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company applicable Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in the applicable Seller’s Officer’s Certificate. In the event that documents have not been received by the date specified in the applicable Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the prior Seller’s Officer’s Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. The applicable Seller shall continue to use its commercially reasonable best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Each Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage or Form UCC-3’s for Co-op Loans and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company Each Seller shall prepare, in recordable form, all assignments Assignments of mortgage Mortgage or Form UCC-3’s for Co-op Loans necessary to assign the Mortgage Loans to Purchaser, or its designee. Company Each Seller shall be responsible for recording the assignments Assignments of mortgageMortgage or Form UCC-3’s for Co-op Loans. Company Each Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's a Seller’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given applicable Seller in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company applicable Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Each Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionin accordance with the Xxxxxx Mae Guides; provided, however, that the Company applicable Servicer shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company time, in order to fulfill its obligations hereunder, a Servicer may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Companyapplicable Servicer, within ten (10) Business Days, deliver to the Companyapplicable Servicer, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company applicable Servicer no longer requires possession of the document, and provided that during the time that any such documentation is held by the Companyapplicable Servicer, such possession is in trust for the benefit of Purchaser. Company Each Servicer shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's ’s fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company a Servicer pursuant to this paragraph. Any and all documents required to be delivered pursuant to this Section 2.07 other than those Mortgage Loan Documents required to be delivered within five (5) Business Days prior to the related Closing Date pursuant to a bailee letter agreement shall be delivered to the Custodian at the following addressee: JPMorgan Chase Bank, National Association, 0000 Xxxxxx Xxxx, Monroe, LA 71201 or such other address as specified in writing by the Purchaser from time to time.
Appears in 1 contract
Samples: Assignment and Assumption Agreement (J.P. Morgan Alternative Loan Trust 2006-A1)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term SheetDocuments. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company Seller to the Purchaser or its designee no later than three four (34) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company Seller may have in its possession, shall be retained by the Company Servicer in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related the-Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days of the Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a CompanySeller's Officer's Certificate. In the event that documents have not been received by the date specified in the CompanySeller's Officer's Certificate, a subsequent CompanySeller's Officer's Certificate shall be delivered by such date specified in the prior CompanySeller's Officerofficer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company The Seller shall continue to use its commercially reasonable best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company Seller shall prepare, in recordable form, all assignments Assignments of mortgage Mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company Seller shall be responsible for recording the assignments Assignments of mortgageMortgage. Company Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given Seller in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company Seller shall cure or or, repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time time, in order to fulfill its obligations hereunder, the Company Seller may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the CompanySeller, within ten (10) Business Days, deliver to the CompanySeller, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee,, when the Company Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanySeller, such possession is in trust for the benefit of Purchaser. Company Seller shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Seller pursuant to this paragraph.
Appears in 1 contract
Samples: Reconstituted Servicing Agreement (Structured Asset Securities Corp)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three five (35) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 270 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 270 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days related Closing Date solely due to delays in making such delivery by reason of the fact that because such documents shall not have been returned by the appropriate recording office, the Company Seller shall continue to use its best efforts to effect delivery as soon as possible thereafterdeliver a recording receipt of such recording office, provided that or, if such recording receipt is not available, an officer's certificate of a servicing officer of the Seller, confirming that such document has been accepted for recording and shall in any event deliver such document within twelve (12) months of the related Closing Date. If the Seller cannot deliver such original recorded documents are not delivered by within twelve (12) months of the 270th day related Closing Date for any reason, within fifteen (15) days after written receipt of notification of such failure from the date of Purchaser, the Seller shall repurchase the related Mortgage Loan at the price and in the manner specified in Section 3.03. No later than five (5) days prior to the related Closing Date, the Company Seller shall repurchase provide a copy of the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, commitment for the assignments of mortgage and any other fees in connection with the transfer of all original documents title insurance to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign Any review by the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If To the Purchaser or its designee discovers any defect with respect to a Mortgage Fileextent received by it, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week of two (2) weeks after their execution; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a copy, certified by the Seller as a true copy copy, of any such document submitted for recordation within one week of two (2) weeks after its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty two (602) days weeks of its submission for recordation. From time to time return from the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphappropriate public recording office.
Appears in 1 contract
Samples: Merrill Lynch Alternative Note Asset Trust, Series 2007-F1
Delivery of Mortgage Loan Documents. The Company With respect to each Mortgage Loan, the Seller shall deliver and release to the Purchaser or Purchaser, its designee or the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Custodian, (2), (3), (4), a) at least five (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto(or such later date as the Purchaser may reasonably request), together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Note endorsed in blank and the original Assignment of Mortgage assigned in blank and (b) the other Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on no later than sixty (60) days following the related Closing Date, subject to the Company shallfollowing paragraph. All documents shall be original documents or, promptly upon receipt thereof and in any the case not later than 120 days from of Mortgage Loan Documents delivered for recording, either the related Closing Date, deliver original recorded documents or clerk-certified copies. In the event that such original documents, including original recorded documents, or copy of any Mortgage Loan Document is not so delivered to the Purchaser or its designee within one hundred eighty (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180) days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of following the related Closing Date, and in the Company event that the Seller does not cure such failure within sixty(60) days after receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in the event the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an Officer's Certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within one hundred eighty (180) days after receipt of written notification of such failure from the Purchaser, the Seller shall repurchase the related Mortgage Loans Loan at the Repurchase Price price and in accordance with Section 3.03 hereofthe manner specified in Subsection 7.03. The Company shall pay all initial recording fees, if any, for To the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review extent received by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage Fileit, the Purchaser shall, or Servicer shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 90 days from the related Closing Date, deliver such original documents, including original recorded documents, documents to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 90 days solely due to delays in making such delivery by reason of the fact that Closing Date solely because such documents shall not have been returned by the appropriate recording office, Company the Seller shall deliver such document or cause to Purchaser, be delivered to the Purchaser or its designee, within such a Seller’s Officer’s Certificate which shall (i) identify the recorded document, (ii) state that the recorded document has not been delivered to the Purchaser or its designee due solely to a delay caused by the public recording office, and (iii) state the amount of time period as specified in generally required by the applicable recording office to record and return a Company's Officer's Certificatedocument submitted for recordation. In the event that documents have not been received by the date specified in the Company's Seller’s Officer's ’s Certificate, a subsequent Company's Seller’s Officer's ’s Certificate shall be delivered by such date specified in the prior Company's Seller’s Officer's ’s Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents The Seller shall not have been returned by the appropriate recording office, the Company shall continue to use its best commercially reasonable efforts to effect delivery as soon as possible thereafter, provided that if such of all delayed recorded documents are not delivered by the 270th day from the date within 120 days of the related Closing Date. Pursuant to Section 11.11, the Company Seller shall repurchase be responsible for recording the related Assignments of Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof(or Form UCC-3’s for Co-op Loans). The Company Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage (or Form UCC-3’s for Co-op Loans) and any other fees in connection with the transfer of all original documents the Mortgage Loan Documents to the Purchaser or its designee. Company No later than three (3) Business Days prior to the related Closing Date, the Seller shall prepare, in recordable form, all assignments provide a copy of mortgage necessary the commitment for title insurance to assign the Mortgage Loans to Purchaser, Purchaser or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, Purchaser or its designee, designee of the Mortgage Files shall in no way alter or reduce the Company's Seller’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing Seller and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, execution and shall also provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty five (605) days Business Days of its submission for recordation. From time to time return from the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphappropriate public recording office.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (American Home Mortgage Assets Trust 2005-1)
Delivery of Mortgage Loan Documents. The Company and/or the Servicer shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company and/or the Servicer to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company the Servicer may have in its possession, shall be retained by the Company Servicer in trust for the Purchaser. If the Company Servicer cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Servicer shall, promptly upon receipt thereof and in any case not later than 120 one hundred twenty (120) days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Servicer is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 one hundred twenty (120) days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company the Servicer shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Servicer’s Officer's ’s Certificate. In the event that documents have not been received by the date specified in the Company's Servicer’s Officer's ’s Certificate, a subsequent Company's Servicer’s Officer's ’s Certificate shall be delivered by such date specified in the prior Company's Servicer’s Officer's ’s Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 one hundred eighty (180) days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company Servicer shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The For each Mortgage Loan that is not a MERS Mortgage Loan, the Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. In addition, in connection with the assignment of any MERS Mortgage Loan, the Company agrees that it will cause, at its own expense, the MERS® System to indicate that such Mortgage Loans have been assigned by the Company to the Purchaser in accordance with this Agreement by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the MERS® System to identify the Purchaser of such Mortgage Loans. The Company further agrees that it will not alter the information referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. Servicer shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within no later than ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's ’s or the Servicer’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Servicer and the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company Servicer shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company Servicer may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the CompanyServicer, within ten (10) Business Days, deliver to the CompanyServicer, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company Servicer no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanyServicer, such possession is in trust for the benefit of Purchaser. Company Servicer shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's ’s fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Servicer pursuant to this paragraph.
Appears in 1 contract
Samples: Purchase, Warranties and Servicing Agreement (Homebanc Corp)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller/Servicer shall, (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than at least three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto(or such earlier date as the Purchaser may reasonably request), together with all other documents executed in connection with deliver, at the Mortgage Loan that Company may have in its possessionSeller's expense, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, release to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review so directed by the Purchaser, or its designeeto the Custodian, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect Loan Documents with respect to a each Mortgage FileLoan. To the extent received by it, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller/Servicer shall forward to the Purchaser, or its designee, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionthis Agreement; provided, however, that the Company Seller/Servicer shall provide the Purchaser, or its designee, Custodian with a certified true copy of any such document submitted for recordation within one week of its executionrecordation, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty ninety (6090) days of its submission for recordation. From time With respect to time any Mortgage Loan registered with the Company may have MERS System, Seller/Servicer shall take all action necessary to cause the MERS System to reflect Purchaser as the beneficial owner of the Mortgage Loan. In the event that the original (or a need for copy thereof certified by the public recording office in which such document has been recorded) of any of the Mortgage Loan Documents (except the Assignment of Mortgage) cannot be delivered on the Closing Date due to a delay in the public recording office, the Seller/Servicer shall deliver or cause to be released from Purchaserdelivered to the Purchaser a true and correct copy of such documents on the Closing Date, and if the original (or its designee. a copy thereof certified by the public recording office in which such document has been recorded) of any such document is not delivered to the Purchaser within 90 days after the Closing Date, the related Mortgage Loan shall, or shall cause its designee, upon the written request of the CompanyPurchaser, within ten (10) Business Daysbe repurchased by the Seller/Servicer at the price and in the manner specified in Section 6.03, deliver unless the Seller/Servicer is delayed in so delivering such documents because any such instruments shall not have been received by the Seller/Servicer from the appropriate recording office. The Seller/Servicer shall make an image of the related Mortgage File available to the CompanyPurchaser for examination at the Seller/Servicer's offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller/Servicer. Such examination may be made by the Purchaser or its designee at any reasonable time prior to the Closing Date. The Purchaser may, at its option and without notice to the Seller/Servicer, purchase any requested documentation previously delivered Mortgage Loan without conducting any partial or complete examination. The fact that the Purchaser has conducted or has determined not to Purchaser as part conduct any partial or complete examination of the Mortgage File, Files shall not affect the Purchaser's rights to demand repurchase or other relief or remedy provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is for in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 1 contract
Samples: Reconstituted Servicing Agreement (Structured Asset Mortgage Investments Inc)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee designee, JPMorgan Chase Bank, the Mortgage Loan Documents with respect to each Mortgage Loan in accordance with the terms of this Agreement and the related Term SheetMortgage Loan Package. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto Mortgage Loan Documents shall be delivered by the Company Seller to the Purchaser or its designee no later than three designee, JPMorgan Chase Bank, at least five (35) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company Seller may have in its possession, shall be retained by the Company Servicer in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days of the related Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Seller’s Officer's ’s Certificate. In the event that documents have not been received by the date specified in the Company's Seller’s Officer's ’s Certificate, a subsequent Company's Seller’s Officer's ’s Certificate shall be delivered by such date specified in the prior Company's Seller’s Officer's ’s Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company The Seller shall continue to use its commercially reasonable best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage or Form UCC-3’s for Co-op Loans and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company Seller shall prepare, in recordable form, all assignments Assignments of mortgage Mortgage or Form UCC-3’s for Co-op Loans necessary to assign the Mortgage Loans to Purchaser, or its designee. Company Seller shall be responsible for recording the assignments Assignments of mortgageMortgage or Form UCC-3’s for Co-op Loans. Company Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's Seller’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given Seller in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionin accordance with the Xxxxxx Xxx Guides; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time time, in order to fulfill its obligations hereunder, the Company Seller may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the CompanySeller, within ten (10) Business Days, deliver to the CompanySeller, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided provided, that such documentation is promptly returned to Purchaser, or its designee, when the Company Seller no longer requires possession of the document, and provided provided, that during the time that any such documentation is held by the CompanySeller, such possession is in trust for the benefit of Purchaser. Company Seller shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's ’s fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Seller pursuant to this paragraph. Any and all documents required to be delivered pursuant to this Section 2.07 other than those Mortgage Loan Documents required to be delivered within five (5) Business Days prior to the related Closing Date pursuant to a bailee letter agreement shall be delivered to the Custodian at the following addressee: JPMorgan Chase Bank, 0000 Xxxxxx Xxxx, Monroe, LA 71201.
Appears in 1 contract
Samples: Warranties and Servicing Agreement (J.P. Morgan Mortgage Trust 2006-A1)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th 360th day from the date of the related Closing Date, upon the Purchaser's request, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.
Appears in 1 contract
Delivery of Mortgage Loan Documents. The Company shall Seller will, on or prior to the Closing Date, deliver and release or cause to be delivered to the Purchaser or its any assignee, transferee or designee of the Purchaser the complete Mortgage File (as defined in Exhibit 1) for each Mortgage Loan included on the Mortgage Loan Schedule, which Mortgage File shall contain the Mortgage Loan Documents (as defined in accordance with the terms of this Agreement and the related Term SheetExhibit 2). The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, Purchaser original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week two (2) weeks of their execution; , provided, however, that the Company Seller shall provide the Purchaser, or its designee, Purchaser with a certified true copy of any such document submitted for recordation within one week two (2) weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty ninety (6090) days of its submission for recordation, subject to extension for reasonable cause. From time to time In the Company may have a need for Mortgage Loan Documents event any document required to be released from delivered to the Purchaser pursuant to this Section 4(b), including an original or copy of any document submitted for recordation to the appropriate public recording office, is not so delivered to the Purchaser, or to such other Person as the Purchaser shall designate in writing, within ninety (90) days following the Closing Date (other than with respect to the Assignments of Mortgage which shall be delivered to the Purchaser in blank and recorded subsequently by the Purchaser or its designee. Purchaser ), and in the event that the Seller does not cure such failure within thirty (30) days of discovery or receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, or shall cause its designee, upon the written request of the CompanyPurchaser, be repurchased by the Seller at the price and in the manner specified in Section 7. The foregoing repurchase obligation shall not apply in the event that the Seller cannot deliver an original document submitted for recordation to the appropriate public recording office within ten (10) Business Daysthe specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer's certificate, confirming that such documents have been accepted for recording; provided that, upon request of the Purchaser and delivery by the Purchaser to the Seller of a schedule of the related Mortgage Loans, the Seller shall reissue and deliver to the CompanyPurchaser or its designee said officer's certificate. In addition to its repurchase obligations set forth above in this paragraph, any requested documentation previously delivered the Seller shall exert customary and diligent efforts to cause the delivery to the Purchaser as part of the Mortgage File, provided that such documentation is promptly returned documents required to Purchaser, or its designee, when be delivered under the Company no longer requires possession preceding paragraphs. Each document required to be delivered under this Section 4(b) shall be delivered by the Seller within three hundred and sixty (360) days of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphClosing Date.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Sg Mortgage Securities Trust 2006-Fre2)
Delivery of Mortgage Loan Documents. The Company shall deliver and release Transferor has delivered or caused to be delivered to the Purchaser Transferee or its designee the Mortgage Loan Documents in accordance with the terms instructions of this the Transferee each of the documents referred to in Section 2.04 of the Pooling and Servicing Agreement and listed in Exhibit C hereto for each Mortgage Loan. --------- The Transferor shall use its reasonable efforts promptly to deliver or cause to be delivered to the related Term SheetTransferee: (a) the original recorded Mortgage in those instances where a copy thereof certified by the Transferor was delivered to the Transferee; (b) the original recorded Assignments of Mortgage evidencing a complete chain of assignment from the originator of such Mortgage to the Transferor or the applicable Originator, which, together with any intervening Assignments of Mortgage, evidences a complete chain of assignments from the originator to the Transferor or the applicable Originator in those instances where copies of such assignments certified by the Transferor were delivered to the Transferee; and (c) the title insurance policy or assurance of title required in paragraph (4) of Exhibit C (to the extent so required). The documents enumerated as items --------- Transferor shall, within five (5) Business Days after the receipt thereof, and in any event, within twelve months after the Closing Date, deliver or cause to be delivered to the Transferee each document described in any of paragraphs (1), (2), (3), (4), (5), (6), (7), (8), (9) and (165) in on Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionC; provided, however, that if a document described --------- in paragraph (2) or (5) on Exhibit C has not been returned from the Company appropriate --------- public recording office, the Transferor shall provide the Purchaser, or its designee, with deliver a certified true copy of any the Mortgage and a receipted copy of the assignment from the appropriate recording office prior to the expiration of such document submitted for recordation within one week twelve-month period. Notwithstanding anything to the contrary contained in this Section 2.04, the Transferor shall be ------------ deemed to have satisfied its obligations to deliver a Mortgage or Assignment of its execution, and shall provide Mortgage upon delivery to the original Transferee of any document submitted for recordation or a copy of such document Mortgage or Assignment of Mortgage, as applicable, certified by the appropriate public recording office to be a true and complete copy of the recorded original within sixty (60) days of its submission for recordationthereof. From time to time the Company Transferor may have forward or cause to be forwarded to the Transferee additional original documents evidencing an assumption or modification of a need for Mortgage Loan. All Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is documents held by the Company, such possession is in trust for Transferee as to each Mortgage Loan are referred to herein as the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company "Mortgage File." All recording required pursuant to this paragraphSection 2.04 shall be ------------ accomplished by and at the expense of the Transferor.
Appears in 1 contract
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, (2), (3), (4), at least five (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant (or such later date as the Purchaser may reasonably request), deliver and release to a bailee letter agreement. All other documents in Exhibit A heretothe Custodian, together with all other documents executed in connection with the Mortgage Loan Documents with respect to each Mortgage Loan in the related Mortgage Loan Package. To the extent that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded any such Mortgage Loan Documents or the original policy of title insurance, including riders have been delivered for recording and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case have not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, yet been returned to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned Seller by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate applicable recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterSeller shall, provided that if promptly following receipt by it of such documents are not delivered by the 270th day Mortgage Loan Documents from the date of the related Closing Dateapplicable recording office, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original deliver such documents to the Purchaser or its designee. Company shall prepare; provided, in recordable formhowever, all assignments of mortgage necessary to assign that the Mortgage Loans to Purchaser, original recorded document or its designee. Company a clerk-certified copy thereof shall be responsible for recording delivered to the assignments of mortgagePurchaser no later than one year following the related Closing Date, subject to the following paragraph. Company shall provide an In the event that such original or duplicate original copy of any document submitted for recordation to the title insurance policy appropriate public recording office is not so delivered to the Purchaser or its designee within ninety 120 days following the related Closing Date, and in the event that the Seller does not cure such failure within sixty (9060) days of the after receipt of the recorded documents (required for issuance written notification of such policy) failure from the applicable recording office. Any review by the Purchaser, or its designeethe related Mortgage Loan shall, upon the request of the Mortgage Files Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in no way alter the event the Seller cannot cause the Servicer to deliver such original or reduce clerk-certified copy of any document submitted for recordation to the Company's obligations hereunder. If appropriate public recording office within the Purchaser or its designee discovers any defect with respect specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within twelve (12) months after receipt of written notification of such failure from the Purchaser, the Purchaser Seller shall repurchase the related Mortgage Loan at the price and in the manner specified in Subsection 7.03. To the extent received by it, the Seller shall, or shall cause its designee the Servicer to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 1 contract
Samples: Mortgage Loan Sale Agreement (J.P. Morgan Alternative Loan Trust 2007-A1)
Delivery of Mortgage Loan Documents. The No later than eight Business Days following the Closing Date, the Company shall deliver and release to the Purchaser Purchaser, or its designee Custodian, as agent, the Mortgage File with respect to each Mortgage Loan to be purchased and sold on the Closing Date and set forth on the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the PurchaserSchedule. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, with respect to any Mortgage Loan on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or or, upon the Purchaser’s request, its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days of the Closing Date, solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall deliver such document to the Purchaser, or upon the Purchaser’s request, its designee, within such time period as specified in a Company's ’s Officer's ’s Certificate. In the event that documents have not been received by the date specified in the Company's ’s Officer's ’s Certificate, a subsequent Company's ’s Officer's ’s Certificate shall be delivered by such date specified in the prior Company's ’s Officer's ’s Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days of the Closing Date, solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 7.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, Purchaser original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 this Agreement within one week two (2) weeks of their execution; , provided, however, that the Company shall provide the Purchaser, or its designee, Purchaser with a certified true copy of any such document submitted for recordation within one week two (2) weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty ninety (6090) days of its submission for recordation. The Company shall provide an original or duplicate original of the title insurance policy to the Purchaser or, upon the Purchaser’s request, its designee, within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser or its designee shall give prompt written specification of such defect to the Company, and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 7.03. In addition, in connection with the assignment of any MERS Mortgage Loan, the Company agrees that it will cause, at its own expense, the MERS® System to indicate that such Mortgage Loans have been assigned by the Company to the Purchaser in accordance with this Agreement by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the MERS® System to identify the Purchaser of such Mortgage Loans. The Company further agrees that it will not alter the information referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. For any Mortgage Loan that is not a MERS Mortgage Loan, the Company shall prepare the Assignment of Mortgage for such Mortgage Loan. From time to time the Company may have a need for Mortgage Loan Documents to be released from the Purchaser, or its designee. The Purchaser shall, or shall cause its designeedesignee to, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to the Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to the Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of the Purchaser. The Company shall indemnify the Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's ’s fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to the Company pursuant to this paragraph.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-St1)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, (2), (3), (4), at least five (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant (or such later date as may be mutually agreed upon by the Seller and the Purchaser), deliver and release to a bailee letter agreement. All other documents in Exhibit A heretothe Custodian, together with all other documents executed in connection with the Mortgage Loan Documents with respect to each Mortgage Loan in the related Mortgage Loan Package. To the extent that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded any such Mortgage Loan Documents or the original policy of title insurance, including riders have been delivered for recording and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case have not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, yet been returned to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned Seller by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate applicable recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterSeller shall, provided that if promptly following receipt by it of such documents are not delivered by the 270th day Mortgage Loan Documents from the date of the related Closing Dateapplicable recording office, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original deliver such documents to the Purchaser or its designee. Company shall prepare; provided, in recordable formhowever, all assignments of mortgage necessary to assign that the Mortgage Loans to Purchaser, original recorded document or its designee. Company a clerk-certified copy thereof shall be responsible for recording delivered to the assignments of mortgagePurchaser no later than one year following the related Closing Date, subject to the following paragraph. Company shall provide an In the event that such original or duplicate original copy of any document submitted for recordation to the title insurance policy appropriate public recording office is not so delivered to the Purchaser or its designee within ninety (90) days of following the related Closing Date, and in the event that the Seller does not cure such failure within sixty (60) days after receipt of the recorded documents (required for issuance written notification of such policy) failure from the applicable recording office. Any review by the Purchaser, or its designeethe related Mortgage Loan shall, upon the request of the Mortgage Files Purchaser, be repurchased by the Seller at a price and in the manner specified in Section 7.03. The foregoing repurchase obligation shall not apply in no way alter the event the Seller cannot cause the Servicer to deliver such original or reduce clerk-certified copy of any document submitted for recordation to the Company's obligations hereunder. If appropriate public recording office within the Purchaser or its designee discovers any defect with respect specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided, further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within twelve (12) months after receipt of written notification of such failure from the Purchaser, the Purchaser shall, or Seller shall cause its designee to, give written specification of such defect to repurchase the Company which may be given related Mortgage Loan at the price and in the exception report or manner specified in Section 7.03. To the certification delivered pursuant to this Section 2.07extent received by it, or otherwise in writing and the Company Servicer shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 1 contract
Samples: Assignment and Assumption and Recognition Agreement (Jpmac 2006-Fre2)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)Seller shall, (2), (3), (4), at least five (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant (or such later date as the Purchaser may reasonably request), deliver and release to a bailee letter agreement. All other documents in Exhibit A heretothe Custodian, together with all other documents executed in connection with the Mortgage Loan Documents with respect to each Mortgage Loan in the related Mortgage Loan Package. To the extent that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded any such Mortgage Loan Documents or the original policy of title insurance, including riders have been delivered for recording and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case have not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, yet been returned to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned Seller by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate applicable recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterSeller shall, provided that if promptly following receipt by it of such documents are not delivered by the 270th day Mortgage Loan Documents from the date of the related Closing Dateapplicable recording office, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original deliver such documents to the Purchaser or its designee. Company shall prepare; provided, in recordable formhowever, all assignments of mortgage necessary to assign that the Mortgage Loans to Purchaser, original recorded document or its designee. Company a clerk-certified copy thereof shall be responsible for recording delivered to the assignments of mortgagePurchaser no later than one year following the related Closing Date, subject to the following paragraph. Company shall provide an In the event that such original or duplicate original copy of any document submitted for recordation to the title insurance policy appropriate public recording office is not so delivered to the Purchaser or its designee within ninety days following the related Closing Date, and in the event that the Seller does not cure such failure within sixty (9060) days of the after receipt of the recorded documents (required for issuance written notification of such policy) failure from the applicable recording office. Any review by the Purchaser, or its designeethe related Mortgage Loan shall, upon the request of the Mortgage Files Purchaser, be repurchased by the Seller at a price and in the manner specified in Section 7.03. The foregoing repurchase obligation shall not apply in no way alter the event the Seller cannot cause the Servicer to deliver such original or reduce clerk-certified copy of any document submitted for recordation to the Company's obligations hereunder. If appropriate public recording office within the Purchaser or its designee discovers any defect with respect specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within twelve (12) months after receipt of written notification of such failure from the Purchaser, the Purchaser shall, or Seller shall cause its designee to, give written specification of such defect to repurchase the Company which may be given related Mortgage Loan at the price and in the exception report or manner specified in Section 7.03. To the certification delivered pursuant to this Section 2.07extent received by it, or otherwise in writing and the Company Servicer shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphAgreement.
Appears in 1 contract
Samples: Mortgage Loan Sale and Servicing Agreement (J.P. Morgan Alternative Loan Trust 2006-A2)
Delivery of Mortgage Loan Documents. The Company shall Seller will, on or prior to the Closing Date, deliver and release or cause to be delivered to the Purchaser or its any assignee, transferee or designee of the Purchaser the complete Mortgage File (as defined in Exhibit 1) for each Mortgage Loan included on the Mortgage Loan Schedule, which Mortgage File shall contain the Mortgage Loan Documents (as defined in accordance with the terms of this Agreement and the related Term SheetExhibit 2). The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, Purchaser original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week two (2) weeks of their execution; , provided, however, that the Company Seller shall provide the Purchaser, or its designee, Purchaser with a certified true copy of any such document submitted for recordation within one week two (2) weeks of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty ninety (6090) days of its submission for recordation, subject to extension for reasonable cause. From time to time In the Company may have a need for Mortgage Loan Documents event any document required to be released from delivered to the Purchaser pursuant to this Section 4(b), including an original or copy of any document submitted for recordation to the appropriate public recording office, is not so delivered to the Purchaser, or to such other Person as the Purchaser shall designate in writing, within ninety (90) days following the Closing Date (other than with respect to the Assignments of Mortgage which shall be delivered to the Purchaser in blank and recorded subsequently by the Purchaser or its designee. Purchaser ), and in the event that the Seller does not cure such failure within thirty (30) days of discovery or receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, or shall cause its designee, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Section 7. The foregoing repurchase obligation shall not apply in the event that the Seller cannot deliver an original document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of the Responsible Party, confirming that such documents have been accepted for recording; provided that, upon request of the Purchaser and delivery by the Purchaser to the Seller of a schedule of the related Mortgage Loans, the Seller shall reissue and deliver to the Purchaser or its designee said officer’s certificate. In addition to its repurchase obligations set forth above in this paragraph, the Seller shall exert customary and diligent efforts to cause the delivery to the Purchaser of the documents required to be delivered under the preceding paragraphs. Each document required to be delivered under this Section 4(b) shall be delivered by the Seller within three hundred and sixty (360) days of the Closing Date. The Responsible Party shall pay all initial recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Purchaser or, upon written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part or the Purchaser’s designee. The Seller (at the expense of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when Responsible Party) shall be responsible for recording the Company no longer requires possession Assignments of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphMortgage.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (SG Mortgage Securities Trust 2006-Opt2)
Delivery of Mortgage Loan Documents. The Company Seller shall deliver and release to the Purchaser or its designee designee, Wachovia Bank, National Association, the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term SheetDocuments. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto Mortgage Loan Documents shall be delivered by the Company Seller to the Purchaser or its designee no later than three designee, Wachovia Bank, National Association, at 4527 Metropolitan Court, Xxxxx X, Xxxxxxxxx, Xxxxxxxx 00000, Xxxxxxxxx: Xxx Xxxxxx, at least fixx (30) Business Xxxiness Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company Seller may have in its possession, shall be retained by the Company Servicer in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days of the Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver a copy of such document document, if not previously delivered, and a Seller's Officer's Certificate to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the CompanySeller's Officer's Certificate, a subsequent CompanySeller's Officer's Certificate shall be delivered by such date specified in the prior CompanySeller's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company The Seller shall continue to use its commercially reasonable best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage or Form UCC-3's for Co-op Loans and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company Seller shall prepare, in recordable form, all assignments Assignments of mortgage Mortgage or Form UCC-3's for Co-op Loans necessary to assign the Mortgage Loans to Purchaser, or its designee. Company Seller shall be responsible for recording the assignments Assignments of mortgageMortgage or Form UCC-3's for Co-op Loans. Company Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given Seller in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionin accordance with the FNMA Guides; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time time, in order to fulfill its obligations hereunder, the Company Seller may have a need for Mortgage Loan Documents to be released from by Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the CompanySeller, within ten (10) Business Days, deliver to the CompanySeller, any requested documentation previously delivered to Purchaser or its designee as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanySeller, such possession is in trust for the benefit of Purchaser. Company Seller shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Seller pursuant to this paragraph. Any and all documents required to be delivered pursuant to this Section 2.07 other than those Mortgage Loan Documents required to be delivered within five (5) Business Days prior to the Closing Date pursuant to a bailee letter agreement shall be delivered to the following addressee: Wachovia Bank, National Association, 4527 Metropolitan Court, Xxxxx X, Xxxxxxxxx, Xxxxxxxx 00000, Xxxxxxxxx: Xxx Xxxxxx.
Appears in 1 contract
Samples: And Servicing Agreement (Banc of America Funding 2006-5 Trust)
Delivery of Mortgage Loan Documents. The Company With respect to each Mortgage Loan, the Seller shall deliver and release to the Purchaser Purchaser, or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1)designee, under a bailee letter, (a) at least two (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto(or such later date as the Purchaser may reasonably request), together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Note endorsed in blank and the original Assignment of Mortgage assigned in blank and (b) the other Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on within a reasonable time following the related Closing Date, . To the Company shall, promptly upon receipt thereof extent that any such Mortgage Loan Documents have been delivered for recording and in any case have not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, yet been returned to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned Seller by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate applicable recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafterSeller shall, provided that if promptly following receipt by it of such documents are not delivered by the 270th day Mortgage Loan Documents from the date of the related Closing Dateapplicable recording office, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original deliver such documents to the Purchaser or its designee. Company shall prepare; provided, in recordable formhowever, all assignments of mortgage necessary to assign that the Mortgage Loans to Purchaser, original recorded document or its designee. Company a clerk-certified copy thereof shall be responsible for recording delivered to the assignments of mortgagePurchaser no later than one year following the related Closing Date, subject to the following paragraph. Company shall provide an In the event that such original or duplicate original copy of any document submitted for recordation to the title insurance policy appropriate public recording office is not so delivered to the Purchaser or its designee within ninety one year following the related Closing Date, and in the event that the Seller does not cure such failure within sixty (9060) days of the after receipt of the recorded documents (required for issuance written notification of such policy) failure from the applicable recording office. Any review by the Purchaser, or its designeethe related Mortgage Loan shall, upon the request of the Mortgage Files Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in no way alter the event the Seller cannot cause the Servicer to deliver such original or reduce clerk-certified copy of any document submitted for recordation to the Company's obligations hereunder. If appropriate public recording office within the Purchaser or its designee discovers any defect with respect specified period due to a Mortgage Filedelay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an Officer's Certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within twelve (12) months after receipt of written notification of such failure from the Purchaser, the Purchaser shall, or Seller shall cause its designee to, give written specification of such defect to repurchase the Company which may be given related Mortgage Loan at the price and in the exception report or manner specified in Subsection 7.03. To the certification delivered pursuant to this Section 2.07extent received by it, or otherwise in writing and the Company Servicer shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 this Agreement. Within ninety (90) days after the related Closing Date, the Seller shall, or 6.01 shall cause the Servicer to, with respect to the Non-Conventional Mortgage Loans, deliver to the Purchaser or its designee the original MIC or LGC, or an Officer's Certificate, which shall (i) state that the MIC or LGC has not been delivered to the Purchaser or its designee due solely to a delay by the insuring agency, (ii) state the amount of time generally required by the insuring agency to process the MIC or LGC and (iii) specify the date the MIC or LGC will be delivered to the Purchaser or its designee. The Seller shall be required to deliver the MIC or LGC to the Purchaser or its designee by the date specified in clause (iii) above. If the Seller, the Purchaser or the Custodian finds any document or documents constituting a part of a Mortgage File pertaining to a Mortgage Loan to be defective (or missing) in any material respect, and such defect or missing document materially and adversely affects the value of the related Mortgage Loan or the interests of the Purchaser therein, the party discovering such defect shall promptly so notify the Seller. The Seller shall have a period of ninety (90) days after receipt of such written notice within one week which to correct or cure any such defect. The Seller hereby covenants and agrees that, if any material defect cannot be corrected or cured and materially and adversely affects the value of their executionthe related Mortgage Loan or the interests of the Purchaser, the Seller will, upon the expiration of the applicable cure period described above, repurchase the related Mortgage Loan in the manner set forth in Subsection 7.03; provided, however, that the Company shall provide the Purchaserwith respect to any Mortgage Loan, or its designeeif such defect constitutes a Qualification Defect, with a certified true copy of any such document submitted for recordation repurchase must take place within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty seventy-five (6075) days of the date such defect is discovered; provided, further, that the foregoing repurchase obligation shall not apply in the event the Seller cannot deliver such items due to a delay caused by the recording office in the applicable jurisdiction; and provided, further, that the Seller shall deliver instead a recording receipt of such recording office or, if such recording receipt is not available, an Officer's Certificate from the Seller confirming that such documents have been accepted for recording. Any such document shall be delivered to the Purchaser or its submission for recordationdesignee promptly upon receipt thereof from the related recording office. From time Notwithstanding the foregoing, with respect to time a Mortgage Loan, if, at the Company end of such 90-day period, the Seller delivers an Officer's Certificate to the Purchaser certifying that the Seller is using good faith efforts to correct or cure such defect and identifying progress made, then the Purchaser shall grant the Seller an extension to correct or cure such defect. The extension shall not extend beyond (1) if the defect is a Qualification Defect, the date that is seventy-five (75) days after the date the defect is discovered, or, (2) if the defect is not a Qualification Defect, the date that is thirty (30) days beyond the original 90-day cure period. If the defect is not a Qualification Defect, additional 30-day extensions may have be obtained pursuant to the same procedure, as long as the Seller demonstrates continued progress toward a need for correction or cure; provided that no extension shall be granted beyond one hundred eighty (180) days from the date on which the Seller received the original notice of the defect. Notwithstanding the foregoing, with respect to a Mortgage Loan, the failure of the Purchaser to notify the Seller of any defective or missing document in a Mortgage File within 17 such 90-day period, or the failure of the Purchaser to require the Seller to cure or repurchase the related Mortgage Loan Documents upon expiration of such 90-day period, shall not constitute a waiver of its rights hereunder, including the rights with respect to a Mortgage Loan, to require the Seller to repurchase the affected Mortgage Loan and the right to indemnification pursuant to Subsection 7.03 hereof. Notwithstanding the foregoing, to the extent that the Custodian certifies as to any document as being delivered to it pursuant to the Custodial Agreement in a non-defective state and such document subsequently becomes missing or defective, the Seller shall not be released from Purchaserobligated to repurchase the related Mortgage Loan by reason of such missing or defective document, to redeliver such document to the Custodian or its designeeto correct any such defect. Purchaser shallAll initial recording fees, if any, for the Assignments of Mortgage and any other fees or shall cause its designeecosts in transferring all original documents to the Custodian or, upon the written request of the CompanyPurchaser, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of or the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held 's designee shall be paid by the Company, such possession is Purchaser in trust for accordance with the benefit provisions of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphSection 10 hereof.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Sunset Financial Resources Inc)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Servicer shall forward to the Purchaser, or its designee, Custodian on behalf of the applicable Borrower and for the benefit of the Secured Parties original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section SECTION 4.01 or SECTION 6.01 within one week of promptly after their execution; providedPROVIDED, howeverHOWEVER, that the Company Servicer shall provide the Purchaser, or its designee, Custodian on behalf of the applicable Borrower and for the benefit of the Secured Parties with a certified true copy of any such document submitted for recordation within one week of promptly after its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) 180 days of its submission for recordationexecution. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Servicer shall continue to use its best efforts to effect delivery as soon as possible thereafter. From time to time the Company Servicer may have a need for Mortgage Loan Documents to be released from Purchaser, or its designeeby the Custodian. Purchaser shall, or If the Servicer shall cause its designee, upon the written request require any of the CompanyMortgage Loan Documents, the Servicer shall notify the Administrative Borrower of such request, and the Administrative Borrower shall thereafter notify the Custodian in writing of such request in the form of the request for release provided for in the Custodial Agreement. The Custodian shall deliver to the Servicer within ten five (105) Business Days, deliver to the Company, any requested documentation Mortgage Loan Document previously delivered to Purchaser as part the Custodian but only with the consent of the Mortgage FileAdministrative Borrower and Agent, provided that such documentation is promptly returned to Purchaser, or its designee, the Custodian when the Company Servicer no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanyServicer, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, the applicable Borrower and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraphSecured Parties.
Appears in 1 contract
Samples: Servicing Agreement (American Business Financial Services Inc /De/)
Delivery of Mortgage Loan Documents. The Company shall deliver and release Transferor has delivered or caused to be delivered to the Purchaser Transferee or its designee the Mortgage Loan Documents in accordance with the terms instructions of this the Transferee each of the documents referred to in Section 2.04 of the Pooling and Servicing Agreement and the related Term Sheetlisted in Exhibit D hereto for each Mortgage Loan. The documents enumerated as items Transferor shall use its reasonable efforts promptly to deliver or cause to be delivered to the Transferee: (a) the original recorded Mortgage in those instances where a copy thereof certified by the Transferor was delivered to the Transferee; (b) the original recorded Assignments of Mortgage evidencing a complete chain of assignment from the originator of such Mortgage to the Transferor or the applicable Originator, which, together with any intervening Assignments of Mortgage, evidences a complete chain of assignments from the originator to the Transferor or the applicable Originator in those instances where copies of such assignments certified by the Transferor were delivered to the Transferee; and (c) the title insurance policy or assurance of title required in paragraph (4) of Exhibit C (to the extent so required). The Transferor shall, within five (5) Business Days after the receipt thereof, and in any event, within twelve months after the Closing Date, deliver or cause to be delivered to the Transferee each document described in any of paragraphs (1), (2), (3), (4), (5), (6), (7), (8), (9) and (165) in on Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionC; provided, however, that if a document described in paragraph (2) or (5) on Exhibit C has not been returned from the Company appropriate public recording office, the Transferor shall provide the Purchaser, or its designee, with deliver a certified true copy of any the Mortgage and a receipted copy of the assignment from the appropriate recording office prior to the expiration of such document submitted for recordation within one week twelve-month period. Notwithstanding anything to the contrary contained in this Section 2.04, the Transferor shall be deemed to have satisfied its obligations to deliver a Mortgage or Assignment of its execution, and shall provide Mortgage upon delivery to the original Transferee of any document submitted for recordation or a copy of such document Mortgage or Assignment of Mortgage, as applicable, certified by the appropriate public recording office to be a true and complete copy of the recorded original within sixty (60) days of its submission for recordationthereof. From time to time the Company Transferor may have forward or cause to be forwarded to the Transferee additional original documents evidencing an assumption or modification of a need for Mortgage Loan. All Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is documents held by the Company, such possession is in trust for Transferee as to each Mortgage Loan are referred to herein as the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company "Mortgage File." All recording required pursuant to this paragraphSection 2.04 shall be accomplished by and at the expense of the Transferor.
Appears in 1 contract
Delivery of Mortgage Loan Documents. The Company shall deliver cause to be delivered and release released to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) 8) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company or any Servicer may have in its possession, shall be retained by the Company or such Servicer in trust for the Purchaser. If the Company cannot deliver cause to be delivered the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 270 days from the related Closing Date, deliver cause to be delivered such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 270 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver cause to be delivered such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 270 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect cause delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th 450th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay bear responsibility for the payment of all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall preparecause the preparation, in recordable form, of all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designeedesignee and shall deliver said assignments to Purchaser. Company shall be responsible for recording the initial assignments of mortgagemortgage promptly following receipt of Purchaser’s written request therefor. Company shall provide an original or duplicate original (including a digitally imaged version of the original) of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward cause to be forwarded to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide cause to be provided to the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the CompanyCompany or Servicer, as specified in the written request, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company or Servicer no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanyCompany or Servicer, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company or Servicer pursuant to this paragraph.
Appears in 1 contract
Samples: Purchase, Warranties and Servicing Agreement (RBSGC Mortgage Loan Trust 2007-B)
Delivery of Mortgage Loan Documents. The Company Mortgage Loan Documents shall deliver be held by the Seller's Custodian, JPM Chase Bank, and release released to the Purchaser or its designee the Mortgage Loan Documents designee, JPMorgan Chase Bank, upon completion of all closing provisions, in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreementsection 12.07. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company Seller may have in its possession, shall be retained by the Company Servicer in trust for the Purchaser. If the Company Seller cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company Seller shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 180 days of the related Closing Date solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a CompanySeller's Officer's Certificate. In the event that documents have not been received by the date specified in the CompanySeller's Officer's Certificate, a subsequent CompanySeller's Officer's Certificate shall be delivered by such date specified in the prior CompanySeller's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company The Seller shall continue to use its commercially reasonable best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th day from the date within 270 days of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company Seller shall pay all initial recording fees, if any, for the assignments Assignments of mortgage Mortgage or Form UCC-3's for Co-op Loans and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company Seller shall prepare, in recordable form, all assignments Assignments of mortgage Mortgage or Form UCC-3's for Co-op Loans necessary to assign the Mortgage Loans to Purchaser, or its designee. Company Seller shall be responsible for recording the assignments Assignments of mortgageMortgage or Form UCC-3's for Co-op Loans. Company Seller shall provide an original or duplicate original a copy of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the CompanySeller's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given Seller in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their executionin accordance with the Xxxxxx Xxx Guides; provided, however, that the Company Seller shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time time, in order to fulfill its obligations hereunder, the Company Seller may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the CompanySeller, within ten (10) Business Days, deliver to the CompanySeller, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the CompanySeller, such possession is in trust for the benefit of Purchaser. Company Seller shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company Seller pursuant to this paragraph. Any and all documents required to be delivered pursuant to this Section 2.07 other than those Mortgage Loan Documents required to be delivered within five (5) Business Days prior to the related Closing Date shall be delivered to the Custodian at the following addressee: JPMorgan Chase Bank, 0000 Xxxxxx Xxxx, Monroe, LA 71201.
Appears in 1 contract
Samples: Warranties and Servicing Agreement (J.P. Morgan Mortgage Trust 2006-S1)
Delivery of Mortgage Loan Documents. The Company shall deliver and release to the Purchaser or its designee the Mortgage Loan Documents in accordance with the terms of this Agreement and the related Term Sheet. The documents enumerated as items (1), (2), (3), (4), (5), (6), (7), (8), (9) and (16) (including those listed in (B) relating to Co-op Loans) in Exhibit A hereto shall be delivered by the Company to the Purchaser or its designee no later than three (3) Business Days prior to the related Closing Date pursuant to a bailee letter agreement. All other documents in Exhibit A hereto, together with all other documents executed in connection with the Mortgage Loan that Company may have in its possession, shall be retained by the Company in trust for the Purchaser. If the Company cannot deliver the original recorded Mortgage Loan Documents or the original policy of title insurance, including riders and endorsements thereto, on the related Closing Date, the Company shall, promptly upon receipt thereof and in any case not later than 120 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Purchaser or its designee (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, Company shall deliver such document to Purchaser, or its designee, within such time period as specified in a Company's Officer's Certificate. In the event that documents have not been received by the date specified in the Company's Officer's Certificate, a subsequent Company's Officer's Certificate shall be delivered by such date specified in the prior Company's Officer's Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. If delivery is not completed within 180 270 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such documents are not delivered by the 270th 360th day from the date of the related Closing Date, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. The Company shall pay all initial recording fees, if any, for the assignments of mortgage and any other fees in connection with the transfer of all original documents to the Purchaser or its designee. Company shall prepare, in recordable form, all assignments of mortgage necessary to assign the Mortgage Loans to Purchaser, or its designee. Company shall be responsible for recording the assignments of mortgage. Company shall provide an original or duplicate original of the title insurance policy to Purchaser or its designee within ninety (90) days of the receipt of the recorded documents (required for issuance of such policy) from the applicable recording office. Any review by the Purchaser, or its designee, of the Mortgage Files shall in no way alter or reduce the Company's obligations hereunder. If the Purchaser or its designee discovers any defect with respect to a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Company which may be given in the exception report or the certification delivered pursuant to this Section 2.07, or otherwise in writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Company shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution; provided, however, that the Company shall provide the Purchaser, or its designee, with a certified true copy of any such document submitted for recordation within one week of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. From time to time the Company may have a need for Mortgage Loan Documents to be released from Purchaser, or its designee. Purchaser shall, or shall cause its designee, upon the written request of the Company, within ten (10) Business Days, deliver to the Company, any requested documentation previously delivered to Purchaser as part of the Mortgage File, provided that such documentation is promptly returned to Purchaser, or its designee, when the Company no longer requires possession of the document, and provided that during the time that any such documentation is held by the Company, such possession is in trust for the benefit of Purchaser. Company shall indemnify Purchaser, and its designee, from and against any and all losses, claims, damages, penalties, fines, forfeitures, costs and expenses (including court costs and reasonable attorney's fees) resulting from or related to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph. In addition, in connection with the assignment of any MERS Mortgage Loan, the Company agrees that it will cause, at its own expense, the MERS(R) System to indicate that such Mortgage Loans have been assigned by the Company to the Purchaser in accordance with this Agreement by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the MERS(R) System to identify the Purchaser of such Mortgage Loans. The Company further agrees that it will not alter the information referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement.
Appears in 1 contract
Samples: Distribution Instructions (Bear Stearns Asset Backed Securities I Trust 2006-Ac2)