Common use of Delivery of Mortgage Loan Documents Clause in Contracts

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs)

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Delivery of Mortgage Loan Documents. The No later than the date set forth in the related Purchase Price and Terms Agreement, the Seller shall deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial this Agreement with respect to each Mortgage Loan set forth on included in the related Mortgage Loan SchedulePackage, a list of which is attached as Exhibit B hereto. The On or prior to the related Closing Date, the Custodian shall certify have certified its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing DateAgreement, as evidenced by the Initial Certification initial certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Purchaser shall comply with the terms of be responsible for maintaining the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. On the related Closing Date, the Seller shall release any interest that it has in the Mortgage Loan Documents upon its receipt of the Purchase Price for the Mortgage Loans. Within thirty (30) days of receipt by the Seller of any notice from the Purchaser or the Custodian that any of the Mortgage Loan Documents is missing, does not appear regular on its face (i.e., is mutilated, damaged, defaced, torn or otherwise physically altered) or appears to be unrelated to the Mortgage Loans identified in the Mortgage Loan Schedule (each, a “Material Defect”), the Seller shall cure such Material Defect (and, in such event, the Seller shall provide the Purchaser with an Officer’s Certificate confirming that such cure has been effected). If the Seller does not so cure such Material Defect, it shall, if such Material Defect would under Accepted Servicing Practices reasonably be expected to result in a loss, repurchase the related Mortgage Loan at the Repurchase Price. A loss shall be deemed to be attributable to the failure of the Seller to cure a Material Defect if, as determined by the Purchaser acting in good faith, absent such Material Defect, such loss would not have been incurred. In addition to such repurchase obligation, the Seller shall indemnify the Purchaser and hold it harmless against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and other costs and expenses resulting from any missing, mutilated or improper Mortgage Loan Document, or any claim, demand, defense or assertion based on or grounded upon, or resulting therefrom, as well as for any expenses reasonably incurred by the Purchaser in enforcing its remedies hereunder in connection with any missing, mutilated or improper Mortgage Loan Document. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement the Section 4(a) and 4(w) within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within two weeks one week 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 two sixty (260) weeks following receipt days of its submission for recordation. The Seller shall deliver a final Mortgage Loan Schedule for the original document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall Mortgage Loans included in any Mortgage Loan Package to be delivered purchased on any Closing Date to the Purchaser no later than 180 days following the date set forth in the related Closing DatePurchase Price and Terms Agreement. In the event that new, unless there has been a delay at the applicable recording office. If the original replacement, substitute or copy of any document submitted for recordation additional Stock Certificates are issued with respect to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Dateexisting Cooperative Shares, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) the Seller shall instead promptly 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 (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 orthe new Stock Certificates, upon written request of together with the Purchaser, related Stock Powers in blank. Such new Stock Certificates shall be subject to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage related Pledge Instruments and shall be reimbursed by subject to all of the Seller for the costs associated therewith pursuant to the preceding sentenceterms, covenants and conditions of this Agreement.

Appears in 2 contracts

Samples: Flow Mortgage Loan Purchase, Warranties and Servicing Agreement (Lehman XS Trust Series 2007-7n), Flow Mortgage Loan Purchase, Warranties and Servicing Agreement (Lehman XS Trust Series 2007-15n)

Delivery of Mortgage Loan Documents. The Seller shall deliver Pursuant to various conveyance documents to be executed on the Closing Date and release pursuant to the Custodian no later than ten (10) Business Days prior Pooling and Servicing Agreement, the Purchaser will assign on the Closing Date all of its right, title and interest in and to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by Loans to the Custodial Agreement Trustee for the benefit of the Certificateholders. In connection with respect to each the transfer and assignment of the Mortgage Loan set forth on Loans, the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required Seller has delivered or will deliver or cause to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced Trustee by the Initial Certification Closing Date or such later date as is agreed to by the Purchaser and the Seller (each of the Custodian Closing Date and such later date is referred to as a “Mortgage File Delivery Date”), the items of each Mortgage File as defined in the form annexed to the Custodial Agreement. The Seller shall comply with the terms section 2.01 of the Custodial Agreement Pooling and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their executionServicing Agreement, provided, however, that in lieu of the foregoing, the Seller shall provide may deliver the Custodianfollowing documents, under the circumstances set forth below: (x) in lieu of the original Mortgage, assignments to the Trustee or intervening assignments thereof which have been delivered, are being delivered or will upon receipt of recording information relating to such other Person 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 Purchaser shall designate in writing, Seller may deliver a true copy thereof with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall promptly 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 within two original, which has been transmitted for recording;” (2y) weeks following receipt 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 document certification by the Interim Servicerjudicial or other governmental authority of the jurisdiction where such documents were recorded; providedand (z) in lieu of the 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. The Seller shall deliver such original recorded document documents (including any original documents as to which certified copies had previously been delivered) or such certified copy thereof shall be delivered copies to the Purchaser no Trustee promptly after they are received. The Seller shall cause the Mortgage and intervening assignments, if any, and the assignment of the Mortgage to be recorded not later than 180 days following after the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy or, in lieu of any document submitted for recordation such assignments, shall provide an Opinion of Counsel pursuant to Section 6 hereof to the appropriate public recording office effect that the recordation of such assignment is not delivered necessary to protect the Purchaser or its designee within 180 days following the related Closing Date, Trustee’s interest in the related Mortgage Loan shall, upon Loan. Upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to will assist the Purchaser or in effecting the Purchaser’s designeeassignment referred to above. The Purchaser or the Purchaser’s designee shall be responsible * Please contact Nomura Credit & Capital, Inc. for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencepricing information.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Wf1), Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2006-Wf1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or its designee the Mortgage Loan Documents no later than ten (10) five Business Days prior to the related Closing Date those pursuant to a bailee letter agreement. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced the Seller shall, promptly upon receipt thereof and in any case not later than 90 days from the Closing Date, deliver such original recorded documents to 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 Initial Certification appropriate recording office). If delivery is not completed within 90 days of the Custodian in Closing Date solely because such documents shall not have been returned by the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodianappropriate recording office, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, deliver or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 cause to be a true and complete copy of the original within two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following a Seller’s Officer’s Certificate that shall (i) identify the related Closing Daterecorded document, (ii) state that the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall recorded document has not apply if the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation been delivered to the appropriate public recording office within the specified period Purchaser or its designee due solely to a delay caused 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. In the event that documents have not been received by the date specified in the applicable jurisdiction; providedthat (i) Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the Seller shall instead deliver prior Seller’s Officer’s Certificate, stating a recording revised date for receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of documentation. The procedure shall be repeated until the Seller, confirming that such document has documents have been accepted for recording, received and (ii) such document is delivered within twelve (12) months of the related Closing Datedelivered. The Seller shall pay use its best efforts to effect delivery of all initial recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original delayed recorded documents to the Custodian or, upon written request within 120 days of the PurchaserClosing Date. Pursuant to Section 12.11, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee Seller shall be responsible for recording the Assignments of Mortgage (or Form UCC-3’s for Co-op Loans). The Seller shall pay all initial recording fees for the Assignments of Mortgage (or Form UCC-3’s for Co-op Loans) and any other fees in connection with the transfer of the Mortgage Loan Documents to the Purchaser or its designee. No later than five days prior to the related Closing Date, the Seller shall be reimbursed provide a copy of the commitment for title insurance to the Purchaser or its designee. Any review by the Seller for Purchaser or its designee of the costs associated therewith pursuant 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 designee to, give written specification of such defect to the preceding sentenceSeller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03.

Appears in 2 contracts

Samples: Mortgage Loan Purchase Agreement (TBW 2006-2), Mortgage Loan Purchase Agreement (TBW 2006-1)

Delivery of Mortgage Loan Documents. The On each Closing Date with respect to each Mortgage Loan comprising the related Loan Package, the Seller shall deliver and release have delivered to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by contained in the Custodial Mortgage File pursuant to this Agreement with respect to each Mortgage Loan set forth on Loan. In addition, in connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will cause, at its own expense, the MERS System to indicate that the related Mortgage Loans have been assigned by the Seller to the Purchaser in accordance with this Agreement by entering in the MERS System the information required by the MERS System to identify the Purchaser as owner of such Mortgage Loans. The Seller further agrees that it will not alter the information referenced in this paragraph with respect to any Mortgage Loan Scheduleduring the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement or unless otherwise directed by the Purchaser. The Custodian shall certify its receipt of all such Mortgage Loan Documents in each Mortgage File required to be delivered pursuant to the Custodial Agreement for the related Closing Datethis Agreement, as evidenced by the Initial Certification of the Custodian in the form forms annexed to the Custodial Agreement. The Seller shall comply with Purchaser will be responsible for the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The contents of each Servicing File are and shall be held in trust by the Seller shall or shall cause as servicer for the Interim Servicer to forward benefit of the Purchaser as the owner thereof. The possession of each Servicing File by the Seller is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan pursuant to the CustodianServicing Agreement, or to and 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 this Agreement within two weeks of their execution, provided, however, that retention and possession by the Seller shall provide is in a custodial capacity only. Upon the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 sale of the original within two (2) weeks following receipt Mortgage Loans the ownership of the original document by the Interim 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 designee within 180 days following the related Closing Dateeach Mortgage Note, the related Mortgage Loan shall, upon and the request of related Mortgage File and Servicing File shall vest immediately in the Purchaser, be repurchased by and the Seller at the price ownership of all records and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation documents with respect to the appropriate public recording office within related Mortgage Loan prepared by or which come into the specified period due to a delay caused by the recording office in the applicable jurisdiction; providedthat (i) possession of 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 vest immediately in the Purchaser and shall be retained and maintained by the Seller, confirming that such document has been accepted for recordingin trust, and (ii) such document is delivered within twelve (12) months at the will of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments of Mortgage Purchaser and any other fees or costs only in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencesuch custodial capacity.

Appears in 2 contracts

Samples: Wells Fargo Servicing Agreement (Citigroup Mortgage Loan Trust Inc., Series 2006-Ar2), Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Ar1)

Delivery of Mortgage Loan Documents. The Pursuant to the Custodial Agreement delivered to the Purchaser prior to or on the related Closing Date, the Seller shall deliver and release to the Custodian no later than ten (10) Business Days those Mortgage Loan Documents as required by the Custodial Agreement and by this Agreement with respect to each Mortgage Loan. Notwithstanding anything contrary contained in the Custodial Agreement, prior to the related Closing Date those Mortgage Loan Documents set forth the Seller shall be obligated to deliver and release to the Custodian only documents (a), (b) and (f) listed on Exhibit A-1 hereto 1 hereto. Subject to Recording Office Delays (as required by defined below), within 90 days after the related Closing Date, the Seller shall deliver to the Custodian each of the documents described in Exhibit 1 not delivered pursuant to this Agreement and the Custodial Agreement with respect Agreement; provided that, subject to each Mortgage Loan set forth Recording Office Delays, such 90-day period shall not extend any of the other cure periods available to the Seller pursuant to this Section 6.03, and provided, further, that nondelivery of the documents described in Exhibit 1 on or prior to the related Mortgage Loan ScheduleClosing Date shall constitute notice to the Seller for purposes of this Section 6.03. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for Agreement, subject to the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed exception report attached to such certification or subsequent certification delivered under the Custodial Agreement. The Seller shall comply with will be responsible for the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses related to the recording of any intervening or prior assignments of the Mortgage Loans to the Seller or to any prior owners of or mortgagees with respect to the Mortgage Loans. The Purchaser will be responsible for the Custodian’s fees and expenses with respect to the initial inventory, delivery, certification and maintenance of the Mortgage Loans before and after the related Closing Date. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement Section 11.01 or 11.18 within two weeks of after their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a Seller-certified true copy of any such document submitted for recordation within two weeks of 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 two (2) weeks following receipt 180 days of its submission for recordation or as soon thereafter as such recording office will make such certified copy available. In the event the public recording office is delayed in returning any original document by (“Recording Office Delays”), the Interim ServicerSeller shall deliver to the Custodian within 240 days of its submission for recordation, a copy of such document and an Officer’s Certificate, which shall (i) identify the recorded document; provided, however, (ii) state that such original the recorded document or certified copy thereof shall be has not been delivered to the Purchaser no later than 180 Custodian due solely to a delay by the public recording office and (iii) state the date by which the Seller expects to receive the applicable recorded document from the applicable recording office. Within ninety (90) days following after the related Closing Date, unless there has been a delay at the applicable recording office. If Seller shall, or shall cause the Servicer to, with respect to the Non-Conventional Mortgage Loans, deliver to the Purchaser or its designee the original MIC or copy of any document submitted for recordation to LGC, or an Officer’s Certificate, which shall (i) state that the appropriate public recording office is MIC or LGC has not been delivered to the Purchaser or its designee within 180 days following due solely to a delay by the related Closing Dateinsuring 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 shallor the interests of the Purchaser therein, upon the request 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. The Seller hereby covenants and agrees that, if any material defect cannot be corrected or cured and materially and adversely affects the value of the related Mortgage Loan or the interests of the Purchaser, be repurchased by the Seller at will, upon the price and expiration of the applicable cure period described above, repurchase the related Mortgage Loan in the manner specified set forth in Subsection 9.03. The Section 7.03; provided, however, that with respect to any Mortgage Loan, if such defect constitutes a Qualification Defect, any such repurchase must take place within 75 days of the date such defect is discovered; provided, further, that the foregoing repurchase obligation shall not apply if in the event the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office within the specified period items due to a delay caused by the recording office in the applicable jurisdiction; providedthat (i) and provided, further, that the Seller shall deliver instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officerOfficer’s certificate of a servicing officer of Certificate from the Seller, Seller confirming that such document has documents have been accepted for recording, and (ii) . Any such document is shall be 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 Purchaser, to the Purchaser or its designee promptly upon receipt thereof from the Purchaserrelated recording office. Notwithstanding the foregoing, with respect to a Mortgage Loan, if, at the end of such 90-day period, the Seller delivers an Officer’s designeeCertificate 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 Purchaser or extension shall not extend beyond (1) if the Purchaser’s designee shall defect is a Qualification Defect, the date that is 75 days after the date the defect is discovered, or, (2) if the defect is not a Qualification Defect, 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 responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith obtained pursuant to the preceding sentencesame 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. 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 such 90-day period, or the failure of the Purchaser to require the Seller to cure or repurchase the related Mortgage Loan 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 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 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. To the extent received by it, the Servicer 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 this Agreement.

Appears in 2 contracts

Samples: Custodial Agreement (GSR Mortgage Loan Trust 2006-9f), Custodial Agreement (GSR Mortgage Loan Trust 2006-10f)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten five (105) Business Days prior to the related Closing Date those the documents and instruments in the Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to File for each Mortgage Loan set forth on the related Mortgage Loan ScheduleLoan. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification certification and trust receipt of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses charged by the Custodian associated with the initial inventory and maintenance of the CustodianMortgage Loan Documents. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt 180 days of the original Closing Date. In the event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following Custodian pursuant to the related Closing Datepreceding paragraph, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 days following the related Closing DateDate (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank on or prior to the Closing Date and recorded subsequently by the Purchaser or its designee), 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 shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.039.04. The foregoing repurchase obligation shall not apply if in the event that the Seller cannot cause the Interim 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; providedthat , provided that (i) the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate Officer's Certificate of a servicing officer of the Seller, confirming that such document has documents have been accepted for recordingrecording (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 twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments assignments of Mortgage mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s 's designee. The Purchaser or the Purchaser’s 's designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 2 contracts

Samples: Servicing Agreement (GSAA Home Equity Trust 2006-10), Pooling and Servicing Agreement (GS Mortgage GSAMP Trust 2005-He1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or its designee the Mortgage Loan Documents no later than ten five (105) Business Days prior to the related Closing Date those pursuant to a bailee letter agreement. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as such Closing Date, the Seller shall, promptly upon receipt thereof and in any case not later than 90 days from such Closing Date, deliver such original recorded documents to 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 90 days of the related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver or cause to be delivered to the Purchaser or its designee, 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 generally required by the Custodial Agreement with respect applicable recording office to each Mortgage Loan set forth on record and return a document submitted for recordation. 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 120 days of the related Closing Date. Pursuant to Section 11.11, the Seller shall be responsible for recording the Assignments of Mortgage Loan Schedule(or Form UCC-3’s for Co-op Loans). The Custodian Seller shall certify its receipt pay all initial recording fees for the Assignments of all such Mortgage (or Form UCC-3’s for Co-op Loans) and any other fees in connection with the transfer of the Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for Purchaser or its designee. No later than five (5) days prior to the related Closing Date, as evidenced the Seller shall provide a copy of the commitment for title insurance to the Purchaser or its designee. Any review by the Initial Certification Purchaser or its designee of the Custodian Mortgage Files shall in no way alter or reduce the form annexed Seller’s obligations hereunder. If the Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File that materially and adversely affects the Custodial Agreement. The Seller shall comply with the terms value of the Custodial Agreement and related Mortgage Loan or the interests of the Purchaser shall pay all fees and expenses therein (including, without limitation, the ability of the Custodian. The Seller shall Purchaser to sell such Mortgage Loan in connection with a Whole Loan Transfer or Pass-Through Transfer), the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Interim Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Servicer to shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement Section 4.01 or 6.01 within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two five (25) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 2 contracts

Samples: Assumption and Recognition Agreement (CSMC Trust 2007-4), Assumption and Recognition Agreement (CSMC Mortgage Backed Trust Series 2007-1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to Purchaser or its designee the Custodian Mortgage Loan Documents no later than ten five (105) Business Days prior to the related Closing Date those Date. If Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced Seller shall, promptly upon receipt thereof and in any case not later than 240 days from the Closing Date, deliver such original recorded documents to Purchaser or its designee (unless Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Initial Certification appropriate recording office). If delivery is not completed within 240 days of the Custodian related Closing Date solely because such documents shall not have been returned by the appropriate recording office, Seller shall, at Purchaser written request, deliver such document 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 Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the form annexed to the Custodial Agreementprior 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. Seller shall comply with the terms use its best efforts to effect delivery of all delayed recorded documents within 180 days of the Custodial Agreement and the Purchaser shall pay related Closing Date. If delivery of all fees and expenses Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 270 days of the Custodian. The related Closing Date then, at Purchaser’s option, Seller shall repurchase at the Repurchase Price in accordance with Section 6.03. Any review by Purchaser or its designee of the Mortgage Files shall in no way alter or reduce Seller’s obligations hereunder. If Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File, Purchaser shall, or shall cause its designee to, give written specification of such defect to Seller and Seller shall cure or repurchase such Mortgage Loan at the Interim Servicer to Repurchase Price in accordance with Section 6.03. Seller shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original copies of documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks thirty days of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two (2) weeks following receipt thirty days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2007-1), Pooling and Servicing Agreement (Sequoia Mortgage Trust 2006-1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to Purchaser or its designee, as directed by Purchaser, the Custodian Mortgage Loan Documents as required by Exhibit J hereto for each Mortgage Loan no later than ten five (105) Business Days prior to the related Closing Date those Date. Except as otherwise provided in this Section 5.03, upon discovery or receipt of notice of any materially defective Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Document, or that a Mortgage Loan set forth on the related Mortgage Loan ScheduleDocument is missing, Seller shall have sixty (60) days to cure such defect or deliver such missing document to Purchaser or its designee. The Custodian If Seller does not cure such defect or deliver such missing document within such time period, Seller shall certify its receipt of all either repurchase or substitute for such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreementaccordance with Section 6.03. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, Purchaser or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of their execution, ; provided, however, that the Seller shall provide the Custodian, Purchaser or to such other Person as the Purchaser shall designate in writingits designee, with a certified true copy of any such document submitted for recordation within two (2) 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 two (2) weeks following receipt 270 days of its submission for recordation. In the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the event Seller cannot cause deliver the Interim Servicer to deliver original of such original or copy of any document documents 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; providedthat (i) 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, Officer's Certificate from Seller confirming that such document has documents have been accepted for recording. Any such document shall be delivered to Purchaser or its designee promptly upon receipt thereof from the related recording office. From time to time Purchaser shall deliver or cause to be delivered to Seller, as soon as practicable following receipt of a written request from Seller and at no expense to Seller, any Mortgage Loan Document needed by Seller in connection with the servicing of a Mortgage Loan. Seller’s request for the release of a Mortgage Loan Document shall specify in reasonable detail the reason for Seller’s request. Seller shall use its best efforts to provide notice to the Purchaser of Purchaser’s or its designee’s failure to act in a timely manner with respect to Seller’s request for Mortgage Loan Documents; provided, however, Seller’s failure to notify Purchaser shall not alleviate, eliminate or diminish any obligation of Purchaser to indemnify Seller under this Section 5.03. During the time that any such Mortgage Loan Document is in the possession of Seller, such possession shall be deemed to be in trust for the benefit of Purchaser and Seller shall promptly return to Purchaser or its designee any Mortgage Loan Document so released when Seller’s need for such Mortgage Loan Document no longer exists. Purchaser shall indemnify and hold Seller harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and (ii) such document is delivered within twelve (12) months of any other costs, fees and expenses that Seller may sustain in connection with any third party claim in any way related to Purchaser’s or its designee’s failure to release, in a timely manner, the related Closing DateMortgage Loan Documents requested by Seller. The Seller Purchaser shall pay all initial recording feescosts, if any, for fees and expenses in connection with the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request possession of the Purchaser, Mortgage Loan Documents. Purchaser shall provide Seller with written notice at least fifteen (15) days prior to any transfer of the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceLoan Documents.

Appears in 2 contracts

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-6), Letter Agreement (Citigroup Mortgage Loan Trust 2006-Ar7)

Delivery of Mortgage Loan Documents. The Pursuant to the Custodial Agreement to be executed among and delivered by the Initial Purchaser, the Custodian and the Seller prior to the Initial Closing Date, the Seller shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Trust Receipt and Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of be responsible for maintaining the Custodial Agreement and during the Purchaser shall pay all Preliminary Servicing Period. The fees and expenses of the CustodianCustodian during such period shall be paid by the Seller, and the Seller shall provide customary indemnification to the Custodian pursuant to the Custodial Agreement. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt ninety days of the original document by the Interim 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 its submission for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencerecordation.

Appears in 2 contracts

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-10), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-6)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or the custodian appointed by the Purchaser the Mortgage Loan Documents no later than ten four (104) Business Days prior to the related Closing Date those or, upon the request of the Purchaser, earlier, if necessary or desirable to facilitate a review. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced the Seller shall, promptly upon receipt thereof and in any case not later than 180 days from the Closing Date, deliver such original recorded Mortgage Loan Documents to the Purchaser or the appointed custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Initial Certification appropriate recording office). If delivery is not completed within 180 days of the Custodian related Closing Date solely because such Mortgage Loan Documents shall not have been returned by the appropriate recording office, the Seller shall deliver such Mortgage Loan Documents to Purchaser, or the appointed custodian, 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 form annexed to Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the Custodial Agreementprior Seller’s Officer’s Certificate, stating a revised date for receipt of documentation. The Seller shall comply include with each Seller’s Officer’s Certificate a listing of all delayed recorded documents. The procedure shall be repeated until the terms of the Custodial Agreement documents have been received and the Purchaser shall pay all fees and expenses of the Custodiandelivered. The Seller shall use its best efforts to effect delivery of all delayed recorded documents within 180 days of the related Closing Date. If delivery of all Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the related Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03. 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 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 Interim Servicer to Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 7.03. The Seller shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two five (25) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 2 contracts

Samples: Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-8), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-7)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or its designee the Mortgage Loan Documents no later than ten four (104) Business Days prior to the related Closing Date those Date. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced 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 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 Initial Certification appropriate recording office). If delivery is not completed within 120 days of the Custodian related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver such document 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 form annexed to Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the Custodial Agreementprior 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 comply with the terms use its best efforts to effect delivery of all delayed recorded documents within 180 days of the Custodial Agreement related Closing Date. If delivery of all Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the related Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03. 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 designee to, give written specification of such defect to the Seller and the Purchaser Seller shall pay all fees and expenses of the Custodiancure or repurchase such Mortgage Loan in accordance with Section 7.03. The Seller shall or shall cause the Interim Servicer to forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two five (25) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Sequoia Mortgage Trust 2007-1), Sale and Servicing Agreement (Sequoia Mortgage Trust 2007-4)

Delivery of Mortgage Loan Documents. The Seller Pursuant to the Custodial Agreement between the Custodian and the Initial Purchaser, the Servicer, shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Servicer shall provide to each of the Purchaser and the Custodian a notice containing a list of authorized servicing officers (each, an "Authorized Representative") for the purpose of giving and receiving notices, requests and instructions and delivering certificates and documents in connection with this Agreement. Such notice shall contain the specimen signature for each Authorized Representative. From time to time, the Servicer may, by delivering to the others a revised notice, change the information previously given pursuant to this Section, but each of the parties hereto shall be entitled to rely conclusively on the then current notice until receipt of a superseding notice. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Trust Receipt and Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Servicer shall comply with the terms of be responsible for maintaining the Custodial Agreement and during the Purchaser shall pay all fees and expenses of the CustodianPreliminary Servicing Period. The Seller Servicer shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller Servicer shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt 240 days of the original document by the Interim 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 its submission for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencerecordation.

Appears in 2 contracts

Samples: Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2006-2), Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2007-Ar1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten five (105) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt 180 days of the original document by the Interim Servicerits submission for recordation; provided, provided however, that if delivery is not completed within 180 days after such original recorded documents were submitted for recordation 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 Seller shall continue to use its best efforts to effect delivery as soon as possible thereafter, but in no event shall delivery of such documents occur more than 240 days after such documents were submitted for recordation. The Seller shall grant a sufficient limited power of attorney to the Purchaser to enable the Purchaser to execute legal, valid and enforceable Assignments of Mortgage for the Mortgage Loans on behalf of the Seller. In the event any document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following Custodian in the related Closing DateCustodial Agreement, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser shall designate in writing, within 90 days following the related Closing Date (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank and recorded subsequently by the Purchaser or its designee and an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement), and in the event that the Seller does not cure such failure within 180 30 days following of discovery or receipt of written notification of such failure from the related Closing DatePurchaser, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 documents have been accepted for recording; provided that, upon request of the Purchaser and (ii) such document is delivered within twelve (12) months delivery by the Purchaser to the Seller of a schedule of the related Closing DateMortgage Loans, the Seller shall reissue and deliver to the Purchaser or its designee said officer’s certificate. 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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)

Delivery of Mortgage Loan Documents. The Seller Pursuant to the Custodial Agreement, the Company shall use its best efforts to deliver and release to the Custodian no later than ten Custodian, on or prior to the date which is five (105) Business Days prior to the related Closing Date Date, but in no event later than three (3) Business Days prior to the Closing Date, those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan Loan, a list of which is set forth on in the related Mortgage Loan ScheduleCustodial Agreement. The Custodian shall certify its hold the Mortgage Loan Documents as bailee for the Sellers until the Closing Date and until the transaction comtemplated by this Agreement has closed. The Custodian's receipt of all such Mortgage Loan Documents required to may be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Company shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian, provided that, in the event the Purchaser utilizes the same review criteria as the applicable Seller under the applicable Seller's existing warehouse financing arrangement with the Custodian, then the Company shall pay the costs of Initial Certification. The Seller Company shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, original documents evidencing an any assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their after its execution, ; provided, however, that in lieu thereof the Seller shall Company may provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following as soon as practicable after receipt of from the original document by the Interim 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 In the original or copy of any document submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following event that the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office within 270 days of the specified period Closing Date due to a delay caused by the recording office in the applicable jurisdiction; providedthat , (i) the related Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s 's certificate of a servicing officer of the related Seller, confirming that such document has documents have been accepted for recordingrecording (upon request of the Purchaser and delivery by the Purchaser to the related Seller of a schedule of the related Mortgage Loans, the related Seller shall reissue and deliver to the Purchaser or its designee said officer's certificate relating to the related Mortgage Loans), and (ii) the related Seller shall use its best efforts to deliver such document is delivered within twelve (12) months 270 days of the related Closing Date but in no event later than the date which is 365 days after the Closing Date. In the event any document is not so delivered to the Custodian, or to such other Person as the Purchaser shall designate in writing, within 365 days (or such other time period as may be required by any rating agency rating a securitization of the Mortgage Loans) following the Closing Date (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank and recorded subsequently by the Purchaser or its designee), and in the event that the Company 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 shall, upon the request of the Purchaser, be repurchased by the Company at the price and in the manner specified in Subsection 8.03. Notwithstanding any provisions to the contrary in this Agreement, the Company shall not be required to record the Assignments of Mortgage on behalf of the Purchaser unless the Rating Agencies providing ratings related to a Securitization Transfer shall require recordation in the appropriate offices for real property records in order to receive the ratings on the pass-through certificates at the time of their initial issuance or the occurrence of certain events set forth in the related Securitization Transfer document shall require recordation (it being understood that the Purchaser shall not be required to deliver any opinions of counsel to satisfy such Rating Agency requirements). The Seller Company 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 Purchaser, to the Purchaser or the Purchaser’s 's designee. The Purchaser or the Purchaser’s 's designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller Company for the costs associated therewith pursuant to the preceding sentence, it being understood that the Company shall be responsible for the fees and costs of only one recordation with respect to each Mortgage Loan.

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 Seller shall deliver and release to the Purchaser’s Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required the Closing Date upon its receipt of the Purchase Price. If the Seller cannot deliver the original recorded Mortgage Loan Documents on the 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 Mortgage Loan Documents to the Purchaser or the Custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Custodial Agreement appropriate recording office). If delivery is not completed within 120 days of the Closing Date solely because such Mortgage Loan Documents shall not have been returned by the appropriate recording office, the Seller shall deliver such Mortgage Loan Documents to Purchaser, or the Custodian, 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 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. The Seller shall use commercially reasonable efforts to effect delivery of all delayed recorded documents within 180 days of the Closing Date. Seller must deliver to Purchaser all Mortgage Loan Documents with respect to each any Mortgage Loan set forth on within 360 days of the Closing Date (the “Delivery Date”). If Purchaser does not receive the missing Mortgage Loan Documents by the Delivery Date, Purchaser shall notify the Seller in writing thereof and provide a thirty (30) days cure period from the date of the written notice. If Seller is not able to deliver the missing Mortgage Loan Documents by the end of the cure period, at Purchaser’s option, Seller shall repurchase the Mortgage Loans for which there are missing Mortgage Loan Documents pursuant to Section 7.03. 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 material defect which materially and adversely affects the value of the related Mortgage Loan Schedule. The Custodian with respect to any document constituting part of a Mortgage File for such Mortgage Loan, the Purchaser shall, or shall certify cause its receipt designee to, give written specification of all such material defect to the Seller and the Seller shall cure or repurchase such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreementaccordance with Section 7.03. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks seven (7) business days of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two ten (210) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Sale Agreement

Delivery of Mortgage Loan Documents. In connection with such transfer and assignment, the Seller does hereby deliver to, and deposit with, the Purchaser or the Purchaser's designee, the documents or instruments set forth in Section 2.01 of the Pooling and Servicing Agreement. In instances where an original recorded Mortgage or power of attorney cannot be delivered by the Seller to the Purchaser prior to or concurrently with the execution and delivery of this Agreement, due to a delay in connection with the recording of such Mortgage, the Seller may, (a) in lieu of delivering such original recorded Mortgage or power of attorney referred to in clause (ii) of Section 2.01 of the Pooling and Servicing Agreement, deliver to the Purchaser a copy thereof, provided that the Seller certifies that the original Mortgage has been delivered to a title insurance company for recordation after receipt of its policy of title insurance or binder therefor (which may be a certificate relating to a master policy of title insurance), and (b) in lieu of delivering the completed assignment in recordable form referred to in clause (iii) of Section 2.01 of the Pooling and Servicing Agreement to the Purchaser, deliver such assignment to the Purchaser completed except for recording information. In all such instances, the Seller will deliver the original recorded Mortgage and completed assignment (if applicable) to the Purchaser promptly upon receipt of such Mortgage. In instances where an original recorded Mortgage has been lost or misplaced, the Seller or the related title insurance company may deliver, in lieu of such Mortgage, a copy of such Mortgage bearing recordation information and certified as true and correct by the office in which recordation thereof was made. In instances where the original or a copy of the title insurance policy referred to in clause (v) of Section 2.01 of the Pooling and Servicing Agreement (which may be a certificate relating to a master policy of title insurance) pertaining to the Mortgaged Property relating to a Mortgage Loan cannot be delivered by the Seller to the Purchaser prior to or concurrently with the execution and delivery of this Agreement because such policy is not yet available, the Seller may, in lieu of delivering the original or a copy of such title insurance, deliver to the Purchaser a binder with respect to such policy (which may be a certificate relating to a master policy of title insurance) and deliver the original or a copy of such policy (which may be a certificate relating to a master policy of title insurance) to the Purchaser within 270 days of the Closing Date. In instances where an original assumption, modification or buydown agreement cannot be delivered by the Seller to the Purchaser prior to or concurrently with the execution and delivery of this Agreement, the Seller may, in lieu of delivering the original of such agreement, deliver a certified copy thereof. To the extent not already recorded, the Seller shall promptly (and in no event later than five Business Days following the later of the Closing Date and the date of receipt by the Seller of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to the trust fund, in the appropriate public office for real property records, each Assignment delivered to it pursuant to Section 2.01(iii) of the Pooling and Servicing Agreement. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Seller shall promptly prepare or cause to be prepared a substitute Assignment or cure or cause to be cured such defect, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, the Seller shall not cause to be recorded any Assignment which relates to a Mortgage Loan in any jurisdiction where the Rating Agencies do not require recordation in order to receive the ratings on the Certificates as the time of their initial issuance. Notwithstanding the foregoing, the Seller shall submit each Assignment for recording, at no expense to the trust fund, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement and (v) with respect to any one Assignment the occurrence of a foreclosure relating to the Mortgagor under the related Mortgage. With respect to a maximum of approximately 1.00% of the Original Mortgage Loans, by outstanding principal balance of the Original Mortgage Loans as of the Cut-off Date, if any original Mortgage Note referred to in the Pooling and Servicing Agreement cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Trustee within three Business Days. The Seller shall deliver and release or cause to be delivered to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Purchaser promptly upon receipt thereof any other original documents constituting a part of a Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement File received with respect to each any Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing DateLoan, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodianincluding, or to such other Person as the Purchaser shall designate in writingbut not limited to, any original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall promptly provide the Loan. All 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 two (2) weeks following receipt of the original document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered documents relating 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 Mortgage Loans that are not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage are and shall be reimbursed held by or on behalf of the Seller in trust for the costs associated therewith benefit of the Trustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the preceding sentenceterms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Purchaser. Any such original document delivered to or held by the Purchaser that is not required pursuant to the terms of this Section to be a part of a Mortgage File, shall be delivered promptly to the Seller.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Salomon Mortgage Loan Trust Ser 2002-Ust1 Mort Pass-THR Cert)

Delivery of Mortgage Loan Documents. In connection with such transfer and assignment, the Seller will deliver to, and deposit with, the Purchaser or the Purchaser's designee, the documents or instruments set forth in Section 2.01 of the Pooling and Servicing Agreement at the time set forth in Section 2.01 of the Pooling and Servicing Agreement, except as described below. In instances where an original recorded Mortgage or power of attorney cannot be delivered by the Seller to the Purchaser within 60 days following the Closing Date, due to a delay in connection with the recording of such Mortgage or power of attorney, the Seller may, in lieu of delivering such original recorded Mortgage or power of attorney referred to in clause (ii) of Section 2.01 of the Pooling and Servicing Agreement, deliver to the Purchaser a copy thereof, provided that the Seller certifies that the original Mortgage or power of attorney has been delivered for recordation. In instances where an Assignment in recordable form cannot be delivered by the Seller to the Purchaser within 60 days following the Closing Date, due to a delay in connection with the recording of the Mortgage, the Seller may, in lieu of delivering the completed assignment in recordable form referred to in clause (iii) of Section 2.01 of the Pooling and Servicing Agreement to the Purchaser, deliver such assignment to the Purchaser completed except for recording information. In all such instances, the Seller will deliver the original recorded Mortgage or power of attorney and completed Assignment (if applicable) to the Purchaser promptly upon receipt of such Mortgage or power of attorney. In instances where an original recorded Mortgage or power of attorney has been lost or misplaced, the Seller may deliver or cause to be delivered, in lieu of such Mortgage or power of attorney, a copy of such Mortgage or power of attorney bearing recordation information and certified as true and correct by the office in which recordation thereof was made. In instances where the original or a copy of the title insurance policy referred to in clause (v) of Section 2.01 of the Pooling and Servicing Agreement (which may be a certificate relating to a master policy of title insurance) pertaining to the Mortgaged Property relating to a Mortgage Loan cannot be delivered by the Seller to the Purchaser within 60 days following the Closing Date, the Seller may, in lieu of delivering the original or a copy of such title insurance, deliver to the Purchaser a binder, if available, with respect to such policy (which may be a certificate relating to a master policy of title insurance) and shall use its commercially reasonable effort to deliver the original or a copy of such policy (which may be a certificate relating to a master policy of title insurance) to the Purchaser thereafter, and in any event, within one year of the Closing Date. Notwithstanding the foregoing, however, with respect to 10% of the Mortgage Loans, by aggregate principal balance of the Mortgage Loan as of the Cut-off Date, the Seller will not be required to deliver the original or a copy of the title insurance referred to in clause (v) of Section 2.01 of the Pooling and Servicing Agreement. In instances where an original assumption or modification agreement cannot be delivered by the Seller to the Purchaser within 60 days following the Closing Date, the Seller may, in lieu of delivering the original of such agreement, deliver a certified copy thereof. To the extent not already recorded, the Seller shall promptly (and in no event later than 60 days following the later of (i) the Closing Date and (ii) the date of receipt by the Seller of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to the trust fund, in the appropriate public office for real property records, each Assignment delivered to it pursuant to Section 2.01(iii) of the Pooling and Servicing Agreement. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Seller shall promptly prepare or cause to be prepared a substitute Assignment or cure or cause to be cured such defect, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland and Florida) unless such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, the Seller shall submit each Assignment for recording, at no expense to the trust fund, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement and (v) with respect to any one Assignment the occurrence of a foreclosure relating to the Mortgagor under the related Mortgage. With respect to a maximum of approximately 4.00% of the Original Mortgage Loans, by outstanding principal balance of the Original Mortgage Loans as of the Cut-off Date, if any original Mortgage Note referred to in the Pooling and Servicing Agreement cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser of a lost note affidavit and a photocopy of the related Mortgage Note; provided, however, that the Seller may deliver a lost note affidavit for up to 2.00% of the Original Mortgage Loans, by outstanding principal balance of the Original Mortgage Loans as of the Cut-off Date, without attaching a photocopy of the related Mortgage Note thereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Trustee within ten Business Days. The Seller shall deliver and release or cause to be delivered to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Purchaser promptly upon receipt thereof any other original documents constituting a part of a Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement File received with respect to each any Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing DateLoan, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodianincluding, or to such other Person as the Purchaser shall designate in writingbut not limited to, any original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall promptly provide the Loan. All 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 two (2) weeks following receipt of the original document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered documents relating 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 Mortgage Loans that are not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage are and shall be reimbursed held by or on behalf of the Seller in trust for the costs associated therewith benefit of the Trustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the preceding sentenceterms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Purchaser. Any such original document delivered to or held by the Purchaser that is not required pursuant to the terms of this Section to be a part of a Mortgage File, shall be delivered promptly to the Seller.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Salomon Brothers Mort Sec Vii Inc Sov Bk MRT Ln Tr Se 2002-1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to Purchaser or custodian, as directed by Purchaser, the Custodian Mortgage Loan Documents as required by Exhibit H hereto for each Mortgage Loan no later than ten five (105) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, Purchaser or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of their execution, ; provided, however, that the Seller shall provide the Custodian, Purchaser or to such other Person as the Purchaser shall designate in writingits designee, with a certified true copy of any such document submitted for recordation within two (2) 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 two (2) weeks following receipt 270 days of its submission for recordation. In the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the event Seller cannot cause deliver the Interim Servicer to deliver original of such original or copy of any document documents 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; providedthat (i) 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, Officer's Certificate from Seller confirming that such document has documents have been accepted for recording. Any such document shall be delivered to Purchaser or its designee promptly upon receipt thereof from the related recording office. From time to time Purchaser shall deliver or cause to be delivered to Seller, as soon as practicable following receipt of a written request from Seller, by first class mail and at no expense to Seller, any Mortgage Loan Document needed by Seller in connection with the servicing of a Mortgage Loan. Seller's request for the release of a Mortgage Loan Document shall specify in reasonable detail the reason for Seller's request. During the time that any such Mortgage Loan Document is in the possession of Seller, such possession shall be deemed to be in trust for the benefit of Purchaser and Seller shall promptly return to Purchaser or its designee any Mortgage Loan Document so released when Seller's need for such Mortgage Loan Document no longer exists. Purchaser shall indemnify and hold Seller harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and (ii) such document is delivered within twelve (12) months of any other costs, fees and expenses that Seller may sustain in connection with any third party claim in any way related to Purchaser's or its designee's failure to release, in a timely manner, the related Closing DateMortgage Loan Documents requested by Seller. The Seller Purchaser shall pay all initial recording feescosts, if any, for fees and expenses in connection with the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request possession of the Purchaser, Mortgage Loan Documents. Purchaser shall provide Seller with written notice at least fifteen (15) days prior to any transfer of the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceLoan Documents.

Appears in 1 contract

Samples: Servicing Agreement (Prime Mortgage Trust 2005-5)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or its designee the Mortgage Loan Documents no later than ten four (104) Business Days prior to the related Closing Date those pursuant to a bailee letter agreement. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced the Seller shall, promptly upon receipt thereof and in any case not later than 270 days from the related Closing Date, deliver such original recorded documents to 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 Initial Certification appropriate recording office). If delivery is not completed within 270 days of the Custodian related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall notify the Purchaser of the same and indicate in such notice the form annexed to the Custodial Agreementapproximate date on which such documents shall be delivered. The Seller shall comply with the terms of the Custodial Agreement and provide the Purchaser shall pay all fees and expenses with updated reports as to the status of the Custodiansuch documents as necessary thereafter. The Seller shall use its best efforts to effect delivery of all delayed recorded documents within 360 days of the related Closing Date; provided, however, that if such documents are not delivered by the 360th day from the related Closing Date, the Seller shall, at Purchaser’s request, repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. No later than three (3) days prior to the related Closing Date, the Seller shall provide a copy of the commitment for title insurance to the Purchaser or its designee. Any review by the Purchaser or its designee of the Mortgage Files shall cause in no way alter or reduce the Interim Servicer to Seller’s obligations hereunder. The Seller shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement Section 4.01 or 6.01 within two (2) weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two (2) weeks following receipt of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (Prime Mortgage Trust 2007-1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten five (105) Business Days prior to the related Closing Date those the documents and instruments in the Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to File for each Mortgage Loan set forth on in the related Mortgage Loan SchedulePackage. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification certification and trust receipt of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses charged by the Custodian associated with the initial inventory and maintenance of the CustodianMortgage Loan Documents. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt 180 days of the original related Closing Date. In the event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following Custodian pursuant to the related Closing Datepreceding paragraph, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 days following the related Closing DateDate (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank on or prior to the related Closing Date and recorded subsequently by the Purchaser or its designee), 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 shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.038.04. The foregoing repurchase obligation shall not apply if in the event that the Seller cannot cause the Interim 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; providedthat , provided that (i) the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate Officer's Certificate of a servicing officer of the Seller, confirming that such document has documents have been accepted for recordingrecording (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 twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments assignments of Mortgage mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s 's designee. The Purchaser or the Purchaser’s 's designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gs Mortgage Securities Corp. Gsamp Trust 2004-He2)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or the custodian appointed by the Purchaser the Mortgage Loan Documents no later than ten four (104) Business Days prior to the related Closing Date those or, upon the request of the Purchaser, earlier, if necessary or desirable to facilitate a review. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced the Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the Closing Date, deliver such original recorded Mortgage Loan Documents to the Purchaser or the appointed custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Initial Certification appropriate recording office). If delivery is not completed within 120 days of the Custodian related Closing Date solely because such Mortgage Loan Documents shall not have been returned by the appropriate recording office, the Seller shall deliver such Mortgage Loan Documents to Purchaser, or the appointed custodian, 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 form annexed to Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the Custodial Agreementprior Seller’s Officer’s Certificate, stating a revised date for receipt of documentation. The Seller shall comply include with each Seller’s Officer’s Certificate a listing of all delayed recorded documents. The procedure shall be repeated until the terms of the Custodial Agreement documents have been received and the Purchaser shall pay all fees and expenses of the Custodiandelivered. The Seller shall use its best efforts to effect delivery of all delayed recorded documents within 180 days of the related Closing Date. If delivery of all Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the related Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03. 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 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 Interim Servicer to Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 7.03. The Seller shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two five (25) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 1 contract

Samples: Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-1)

Delivery of Mortgage Loan Documents. The Subject to Section 2.04 and Seller's retention of documents related to its interim servicing of the Mortgage Loans, the Seller shall deliver and release to the Custodian Purchaser or its designee the Mortgage Loan Documents no later than ten (10) Business Days prior to the related Closing Date those pursuant to a bailee letter agreement. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced the Seller shall, promptly upon receipt thereof and in any case not later than 180 days from the Closing Date, deliver such original recorded documents to 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 Initial Certification appropriate recording office). If delivery is not completed within 180 days of the Custodian Closing Date solely because such documents have not been returned by the appropriate recording office, Seller shall deliver such document 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 form annexed to Seller's Officer's Certificate, a subsequent Seller's Officer's Certificate shall be delivered by such date specified in the Custodial Agreementprior 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 comply with effect delivery of all delayed recorded documents no later than 240 days from the terms of Closing Date. In the Custodial Agreement event Seller is unable to deliver such Mortgage Loan Document or Documents in this time period, it shall notify Purchaser and the loan shall be repurchased, as set forth in Section 3.03. The Purchaser shall pay all fees and expenses be responsible for recording Assignments of the Custodian. The Seller shall or shall cause the Interim Servicer to forward Mortgage with respect to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that Loans from the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser no later than 180 120 days following from the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy date of any document submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of receipt by the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (ii) such document is delivered within twelve (12) months of the related Closing Date. The Seller Purchaser 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 connection with the Custodian or, upon written request transfer of the Purchaser, Mortgage Loan Documents to the Purchaser or the Purchaser’s its designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Franklin Credit Management Corp/De/)

Delivery of Mortgage Loan Documents. The Seller shall deliver Pursuant to various conveyance documents to be executed on the Closing Date and release pursuant to the Custodian no later than ten (10) Business Days prior Pooling and Servicing Agreement, the Purchaser will assign on the Closing Date all of its right, title and interest in and to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by Loans to the Custodial Agreement Trustee for the benefit of the Certificateholders. In connection with respect to each the transfer and assignment of the Mortgage Loan set forth on Loans, the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required Seller has delivered or will deliver or cause to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced Trustee by the Initial Certification Closing Date or such later date as is agreed to by the Purchaser and the Seller (each of the Custodian Closing Date and such later date is referred to as a “Mortgage File Delivery Date”) the items of each Mortgage File as defined in the form annexed to the Custodial Agreement. The Seller shall comply with the terms section 2.01 of the Custodial Agreement Pooling and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim ServicerServicing Agreement; provided, however, that such in lieu of the foregoing, the Seller may deliver the following documents under the circumstances set forth below: (x) in lieu of the original recorded document Mortgage, assignments to the Trustee or certified copy intervening assignments thereof shall 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 certification by the Seller on the face of such copy, substantially as follows: “Certified to be a true and 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 certification by the judicial or other governmental authority of the jurisdiction where such documents were recorded; and (z) in lieu of the Mortgage Notes relating to the Mortgage Loans, each identified in the list delivered by the Purchaser no 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; 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. The Seller shall deliver such original documents (including any original documents as to which certified copies had previously been delivered) or such certified copies to the Trustee promptly after they are received. The Seller shall cause the Mortgage and intervening assignments, if any, and the assignment of the Mortgage to be recorded not later than 180 days following after the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy or, in lieu of any document submitted for recordation such assignments, shall provide an Opinion of Counsel pursuant to Section 6 hereof to the appropriate public recording office effect that the recordation of such assignment is not delivered necessary to protect the Purchaser or its designee within 180 days following the related Closing Date, Trustee’s interest in the related Mortgage Loan shall, upon Loan. Upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to will assist the Purchaser or in effecting the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant assignment referred to the preceding sentenceabove.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nomura Home Equity Loan, Inc., Home Equity Loan Trust, Series 2006-Af1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to Purchaser’s custodian the Custodian Mortgage Loan Documents as required by Exhibit H hereto for each Mortgage Loan no later than ten four (104) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by under the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian bailee agreement in the form annexed to the Custodial Agreementof Exhibit M attached hereto. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, Purchaser or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of their execution, ; provided, however, that the Seller shall provide the Custodian, Purchaser or to such other Person as the Purchaser shall designate in writingits designee, with a certified true copy of any such document submitted for recordation within two (2) 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 two (2) weeks following receipt 270 days of its submission for recordation. In the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the event Seller cannot cause deliver the Interim Servicer to deliver original of such original or copy of any document documents 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; providedthat (i) the , Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officerOfficer’s certificate of a servicing officer of the Seller, Certificate from Seller confirming that such document has documents have been accepted for recording. Any such document shall be delivered to Purchaser or its designee promptly upon receipt thereof from the related recording office. From time to time Servicer shall have the right to request from the custodian appointed by the Purchaser, as soon as practicable following receipt of a written request from Servicer and at no expense to Servicer, any Mortgage Loan Document needed by Servicer in connection with the servicing of a Mortgage Loan. Servicer’s request for the release of a Mortgage Loan Document shall specify in reasonable detail the reason for Servicer’s request. During the time that any such Mortgage Loan Document is in the possession of Servicer, such possession shall be deemed to be in trust for the benefit of Purchaser and Servicer shall promptly return to Purchaser or its designee any Mortgage Loan Document so released when Servicer’s need for such Mortgage Loan Document no longer exists. Purchaser shall indemnify and hold Seller harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and any other costs, fees and expenses that Servicer may sustain in connection with any third party claim in any way related to Purchaser’s or its custodian’s failure to release, in a timely manner, the Mortgage Loan Documents requested by Servicer. Purchaser shall pay all costs, fees and expenses in connection with the possession of the Mortgage Loan Documents. Purchaser shall provide Seller with written notice at least fifteen (ii15) days prior to any transfer of the Mortgage Loan Documents. If Seller cannot deliver the original recorded Mortgage Loan Documents on the related Closing Date, 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 the Purchaser or its designee (unless 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 document is 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 twelve (12) months 180 days 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 Purchaser, to Any review by the Purchaser or its designee of the PurchaserMortgage Files shall in no way alter or reduce the Seller’s designeeobligations hereunder. The If the Purchaser or its designee discovers any defect that is a breach of a representation or warranty contained in Section 6.01 or Section 6.02 herein with respect to any document constituting part of a Mortgage File, the Purchaser’s Purchaser shall, or shall cause its designee shall be responsible for recording the Assignments to, give written specification of Mortgage and shall be reimbursed by such defect to the Seller for and the costs associated therewith pursuant to Seller shall cure or repurchase such Mortgage Loan in the preceding sentencemanner set forth in Section 6.03.

Appears in 1 contract

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Sequoia Mortgage Trust 2010-H1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 -18- a true and complete copy of the original within two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.. Subsection 6.04

Appears in 1 contract

Samples: Mortgage Loan Purchase and Warranties Agreement

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or its designee the Mortgage Loan Documents no later than ten five (105) Business Days prior to the related Closing Date those pursuant to a bailee letter agreement. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required the Closing Date, the Seller shall, promptly upon receipt thereof and in any case not later than 90 days from the Closing Date, deliver such original recorded documents to 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 Custodial Agreement with respect appropriate recording office). If delivery is not completed within 90 days of the Closing Date solely because such documents shall not have been returned by the appropriate recording office, Seller shall deliver such document to each Mortgage Loan set forth on Purchaser, or its designee, within such time period as specified in a Seller’s Officer’s Certificate. In the related Mortgage Loan Scheduleevent 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 Custodian procedure shall certify be repeated until the documents have been received and delivered. The Seller shall use its receipt best efforts to effect delivery of all such delayed recorded documents within 120 days of the Closing Date. Pursuant to Section 12.11, the Seller shall be responsible for recording the Assignments of Mortgage (or Form UCC-3’s for Co-op Loans). The Seller shall pay all initial recording fees, for the Assignments of Mortgage (or Form UCC-3’s for Co-op Loans) and any other fees in connection with the transfer of the Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for Purchaser or its designee. No later than five (5) days prior to the related Closing Date, as evidenced the Seller shall provide a copy of the commitment for title insurance to the Purchaser or its designee. Any review by the Initial Certification Purchaser or its designee of the Custodian Mortgage Files shall in no way alter or reduce the form annexed to the Custodial AgreementSeller’s obligations hereunder. The Seller shall comply with the terms of the Custodial Agreement and If the Purchaser shall pay all fees and expenses or its designee discovers any defect with respect to any document constituting part of a Mortgage File, the Custodian. The Seller shall Purchaser shall, or shall cause its designee to, give written specification of such defect to the Interim Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Servicer to shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement Section 4.01 or 6.01 within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two five (25) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 1 contract

Samples: Assignment Agreement (Terwin Securitization LLC)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to Purchaser or its designee the Custodian Mortgage Loan Documents no later than five (5) Business Days prior to the Closing Date pursuant to a bailee letter agreement substantially in the form of Exhibit C attached hereto to be entered into by and among Seller, Purchaser and Purchaser’s document custodian. Notwithstanding the foregoing, if Seller cannot deliver on the Closing Date the original title policy with respect to a Mortgage Loan, Seller shall, promptly upon receipt thereof and in any case no later than one hundred and twenty (120) days from the date of origination of such Mortgage Loan, deliver such policy to Purchaser or its designee. Further, if Seller cannot, within the timeframe above, deliver any other Mortgage Loan Documents which are required to be recorded and have been properly submitted for recording solely because the appropriate recording office has not returned such documents, Seller shall have until one hundred eighty (180) days from the date of origination of the related Mortgage Loan to deliver such original, recorded Mortgage Loan documents to Purchaser or its designee. Seller shall use its best efforts to effect delivery of all recorded documents within time frames set forth herein. Additionally, Seller shall pay all initial recording fees and any other fees in connection with the transfer of the Mortgage Loan Documents to Purchaser or its designee. If the Seller fails to deliver any Mortgage Loan Document with respect to a Mortgage Loan within the timeframes specified in this Section 2.07, Purchaser may, at its option, either (x) require Seller to repurchase such Mortgage Loan at the Repurchase Price and in the manner set forth in Section 3.03 (any cure period set forth therein shall be deemed to have expired) or (y) undertake to procure such document and Seller shall reimburse Purchaser within ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement receiving Purchaser’s written demand therefor, for the related Closing Dateany reasonable out-of-pocket costs, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodianincurred by Purchaser, or to its designee, in connection with 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall promptly provide the original of any document submitted for recordation or a copy of such document certified procurement. Any review by the appropriate public recording office to be a true and complete copy of the original within two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following of the Mortgage Files shall in no way alter or reduce the Seller’s obligations hereunder. Subject to the provisions related Closing Dateto the delivery of recorded documents set forth above, if the Purchaser or its designee discovers any material defect with respect to any document constituting part of a Mortgage File, the related Mortgage Loan Purchaser shall, upon the request or shall cause its designee to, give written specification of the Purchaser, be repurchased by such defect to the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) the Seller shall instead deliver a recording receipt of cure or repurchase 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 (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 Loan in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceaccordance with Section 3.03.

Appears in 1 contract

Samples: Purchase and Warranties Agreement (Caliber Home Loans, Inc.)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or its designee the Mortgage Loan Package and the related Mortgage Loan Documents with respect to each Mortgage Loan to be purchased and sold on such Closing Date and set forth on the related Mortgage Loan Schedule delivered with such Mortgage Loan Documents no later than ten five (105) Business Days prior to the related Closing Date those pursuant to a bailee letter agreement. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced the Seller shall, promptly upon receipt thereof and in any case not later than 270 days from the related Closing Date, deliver such original recorded documents to 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 Initial Certification appropriate recording office). If delivery is not completed within 270 days of the Custodian related Closing Date solely because such documents shall not have been returned by the appropriate recording office, 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 document has been accepted for recording and shall in any event deliver such document within twelve (12) months of the form annexed related Closing Date. No later than three (3) days prior to the Custodial Agreement. The related Closing Date, the Seller shall comply with the terms provide a copy of the Custodial Agreement and commitment for title insurance to the Purchaser shall pay all fees and expenses or its designee. Any review by the Purchaser or its designee of the CustodianMortgage Files shall in no way alter or reduce the Seller’s obligations hereunder. The To the extent received by it, the Seller shall or shall cause the Interim Servicer to forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of after their execution, ; provided, however, that the Seller shall provide the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, with a copy, certified by the Seller as a true copy copy, of any such document submitted for recordation within two (2) weeks of 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 two (2) weeks following promptly upon receipt of the original document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser no and in any case not later than 180 270 days following from the related Closing Date, (unless there has the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been a delay at returned by the applicable appropriate recording office). If the original or copy of any document submitted for recordation to the appropriate public recording office delivery is not delivered to the Purchaser or its designee completed within 180 270 days following of the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased Date solely because such documents shall not have been returned by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) office, the Seller shall instead deliver a recording receipt of such recording office 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, recording and (ii) shall in any event deliver such document is delivered within twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, hereby covenants and agrees that 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 such document is not delivered within twelve (12) months of the Purchaserrelated Closing Date, to the Purchaser or Seller shall at the Purchaser’s designee. The Purchaser or option, repurchase the related Mortgage Loan at the Repurchase Price within thirty (30) days following receipt of notice from the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Warranties and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-6)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten five (105) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification initial certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. In the event any document required to be delivered to the Custodian in the Custodial Agreement, including an original or copy of any document submitted for recordation to the appropriate public recording office, is not so delivered to the Custodian, or to such other Person as the Purchaser shall designate in writing, within 90 days following the related Closing Date (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank and recorded subsequently by the Purchaser or its designee), 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 shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Section 3.03. 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 Seller, 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. Pursuant to Section 11.11, the Seller shall be responsible for recording the Assignments of Mortgage (or Form UCC-3's for Co-op Loans). The Seller shall pay all initial recording fees, for the Assignments of Mortgage (or Form UCC-3's for Co-op Loans) and any other fees in connection with the transfer of the Mortgage Loan Documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser's designee. The Purchaser or the Purchaser's designee shall cause be responsible for recording the Interim Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence. No later than five (5) days prior to the related Closing Date, the Seller shall provide a copy of the commitment for title insurance to the Purchaser. If the Purchaser discovers any defect with respect to any document constituting part of a Mortgage File, the Purchaser shall give written specification of such defect to the Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Servicer to shall forward to the Custodian, or to 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 this Agreement Section 4.01 or 6.01 within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two five (25) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 1 contract

Samples: Assignment and Recognition Agreement (BCAP LLC Trust 2007-Aa4)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or its designee the Mortgage Loan Documents no later than ten five (105) Business Days prior to the related Closing Date those pursuant to a bailee letter agreement. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as the Closing Date, the Seller shall, promptly upon receipt thereof and in any case not later than 90 days from the Closing Date, deliver such original recorded documents to 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 90 days of the Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver or cause to be delivered to the Purchaser or its designee, 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 generally required by the Custodial Agreement with respect applicable recording office to each Mortgage Loan set forth on record and return a document submitted for recordation. In the related Mortgage Loan Scheduleevent 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 Custodian procedure shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to repeated until the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreementdocuments have been received and delivered. The Seller shall comply with the terms use its best efforts to effect delivery of all delayed recorded documents within 120 days of the Custodial Agreement and Closing Date. Pursuant to Section 12.11, the Purchaser Seller shall pay all fees and expenses be responsible for recording the Assignments of the CustodianMortgage (or Form UCC-3's for Co-op Loans). The Seller shall pay all initial recording fees, for the Assignments of Mortgage (or Form UCC-3's for Co-op Loans) and any other fees in connection with the transfer of the Mortgage Loan Documents to the Purchaser or its designee. 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 designee to, give written specification of such defect to the Interim Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Servicer to shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement Section 4.01 or 6.01 within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two five (25) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 1 contract

Samples: Servicing Agreement (E Loan Inc)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten shall, at least five (105) Business Days prior to the related Closing Date those (or such later date as Purchaser may reasonably request or as otherwise set forth in the related Commitment Letter), deliver, at Seller's expense, and release to Purchaser, or its designee, the Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on Loan. To the related extent received by it, Seller shall forward to Purchaser, or its designee, the Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, Documents; provided, however, that the Seller shall provide the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, with a certified true copy of any such document submitted for recordation within two weeks of its executionrecordation, 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 two (2) weeks following receipt of the original document by the Interim ServicerSeller; provided, howeverfurther, that such original recorded document or certified copy thereof shall be delivered to the Purchaser no later than 180 one hundred eighty (180) days following the related Closing Date, unless there has been a delay at the applicable recording officeoffice and Seller has provided evidence of such delay. If Seller shall make an image of the original related Mortgage File available to Purchaser for examination at Seller's offices or copy of any document submitted for recordation to the appropriate public recording office is not delivered to the such other location as shall otherwise be agreed upon by Purchaser and Seller. Such examination may be made by Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim Servicer any reasonable time prior 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; providedthat (i) 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 (ii) such document is delivered within twelve (12) months of the related Closing Date. Purchaser may, at its option and without notice to Seller, purchase any Mortgage Loan without conducting any partial or complete examination. The fact that Purchaser has conducted or has determined not to conduct any partial or complete examination of the Mortgage Files shall not affect Purchaser's rights to demand repurchase or other relief or remedy provided for in this Agreement. Subject to any letter agreement executed between Seller shall pay all initial recording feesand Purchaser on any Closing Date with respect to documentation which the parties agree is missing, if any, otherwise identified by Purchaser with respect to a Mortgage Loan for which the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed File is missing documentation as required by the Underwriting Guidelines, Seller for agrees to procure such documentation within thirty (30) days following Purchaser's notice to Seller that the costs associated therewith documentation is missing and if Seller cannot provide such documentation Seller shall, at Purchaser's option, repurchase or substitute such Mortgage Loan pursuant to the preceding sentenceSection 6.03.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-Af2)

Delivery of Mortgage Loan Documents. The Seller or Servicer, as applicable, shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 13 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Servicer shall provide to each of the Purchaser and the Custodian a notice containing a list of authorized servicing officers (each, an "Authorized Representative") for the purpose of giving and receiving notices, requests and instructions and delivering certificates and documents in connection with this Agreement. Such notice shall contain the specimen signature for each Authorized Representative. From time to time, the Servicer may, by delivering to the others a revised notice, change the information previously given pursuant to this Section, but each of the parties hereto shall be entitled to rely conclusively on the then current notice until receipt of a superseding notice. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial this Agreement for the related Closing Date, as evidenced by the Trust Receipt and Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Servicer shall comply with the terms of be responsible for maintaining the Custodial Agreement and the Purchaser shall pay all Agreement. The fees and expenses of the CustodianCustodian shall be paid by the Seller. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 one hundred twenty (120) days of its submission for recordation. If such document has not been received after such 120 day period, the Seller shall deliver an officer's certificate to the Purchaser certifying that such failure was due solely to (i) the failure of the applicable recorder's office to return such document sent for recording or (ii) the failure of the title insurer to issue and deliver the original mortgagee title policy; provided that in any event, Seller shall cause such document to be delivered to Purchaser within six months of its submission for recordation or at the Purchaser's option, Seller shall repurchase such Mortgage Loan from the Purchaser within two (2) weeks following receipt Business Days of the original document by the Interim 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 request 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceRepurchase Price.

Appears in 1 contract

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Luminent Mortgage Trust 2006-7)

Delivery of Mortgage Loan Documents. The On each Closing Date with respect to each Mortgage Loan comprising the related Loan Package, the Seller shall deliver and release have delivered to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by contained in the Custodial Mortgage File pursuant to this Agreement with respect to each Mortgage Loan set forth on Loan. In addition, in connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will cause, at its own expense, the MERS System to indicate that the related Mortgage Loans have been assigned by the Seller to the Purchaser in accordance with this Agreement by entering in the MERS System the information required by the MERS System to identify the Purchaser as owner of such Mortgage Loans. The Seller further agrees that it will not alter the information referenced in this paragraph with respect to any Mortgage Loan Scheduleduring the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement or unless otherwise directed by the Purchaser. The Custodian shall certify its receipt of all such Mortgage Loan Documents in each Custodial Mortgage File required to be delivered pursuant to the Custodial Agreement for the related Closing Datethis Agreement, as evidenced by the Initial Certification of the Custodian in the form forms annexed to the Custodial Agreement. The Seller shall comply with Purchaser will be responsible for the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The contents of each Retained Mortgage File and Servicing File are and shall be held in trust by the Seller shall or shall cause as servicer for the Interim Servicer to forward benefit of the Purchaser as the owner thereof. The possession of each Retained Mortgage File and Servicing File by the Seller is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan pursuant to the CustodianServicing Agreement, or to and 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 this Agreement within two weeks of their execution, provided, however, that retention and possession by the Seller shall provide is in a custodial capacity only. Upon the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 sale of the original within two (2) weeks following receipt Mortgage Loans the ownership of the original document by the Interim 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 designee within 180 days following the related Closing Dateeach Mortgage Note, the related Mortgage Loan shalland the related Custodial Mortgage File, upon the request of Retained Mortgage File and Servicing File shall vest immediately in the Purchaser, be repurchased by and the Seller at the price ownership of all records and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation documents with respect to the appropriate public recording office within related Mortgage Loan prepared by or which come into the specified period due to a delay caused by the recording office in the applicable jurisdiction; providedthat (i) possession of 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 vest immediately in the Purchaser and shall be retained and maintained by the Seller, confirming that such document has been accepted for recordingin trust, and (ii) such document is delivered within twelve (12) months at the will of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments of Mortgage Purchaser and any other fees or costs only in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencesuch custodial capacity.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (Bear Stearns ARM Trust 2007-2)

Delivery of Mortgage Loan Documents. The Seller Pursuant to the Custodial Agreement, on the Business Day prior to the Closing Date, CHL shall deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. In addition, in connection with the assignment of any MERS Mortgage Loan, CHL agrees that it will cause, at CHL’s expense, the MERS System to indicate that such Mortgage Loans have been assigned by CHL 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 and the series in which such Mortgage Loans were sold. CHL further agrees that it will not alter the codes 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. If pursuant to the foregoing provisions CHL repurchases a Mortgage Loan that is a MERS Mortgage Loan, CHL shall either (i) cause MERS to execute and deliver an Assignment of Mortgage in recordable form to transfer the Mortgage from MERS to CHL and shall cause such Mortgage to be removed from registration on the MERS System in accordance with MERS’ rules and regulations or (ii) cause MERS to designate on the MERS System CHL or its designee as the beneficial holder of such Mortgage Loan. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Purchaser shall comply with the terms of be responsible for maintaining the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller CHL shall forward by personal delivery, recognized overnight delivery service or shall cause the Interim Servicer to forward registered or certified first class mail, postage prepaid, return receipt requested to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of their execution, provided, however, that the Seller CHL shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within two (2) 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 two (2) weeks following promptly upon receipt of the original document by the Interim Servicer; providedsame, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser but in no event 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 eighteen (18) months after such document was submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Servicing Agreement (Harborview Mortgage Loan Trust 2006-Cb1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten five (105) Business Days prior to the related Closing Date those the Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement Files with respect to each Mortgage Loan set forth on in the related Mortgage Loan SchedulePackage. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses charged by the Custodian associated with the initial inventory and maintenance of the CustodianMortgage Loan Documents. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt 180 days of the original related Closing Date. In the event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following Custodian pursuant to the related Closing Datepreceding paragraph, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 days following the related Closing DateDate (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank on or prior to the related Closing Date and recorded subsequently by the Purchaser or its designee), 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 shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.039.04. The foregoing repurchase obligation shall not apply if in the event that the Seller cannot cause the Interim 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; providedthat , provided that (i) the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate Officer's Certificate of a servicing officer of the Seller, confirming that such document has documents have been accepted for recordingrecording (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 twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments assignments of Mortgage mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s 's designee. The Purchaser or the Purchaser’s 's designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (GS Mortgage GSAMP Trust 2005-He1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten At least two (102) ----------------------------------- Business Days prior to the related Closing Date those Date, the Seller shall deliver the Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim 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 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 (i) with respect to each Mortgage Loan, it has in its designee within 180 days following Possession originals of each of the related Closing Date, the related Mortgage Loan shallDocuments, (ii) all of the Mortgage Loan Documents appear on their face to be genuine originals or copies, as applicable, and (iii) upon the request Purchaser's wiring of the Purchase Proceeds to the Seller, that the Custodian shall hold the Mortgage Loan Documents with respect to each Mortgage Loan in trust for the Purchaser and will, subsequent thereto, act only in a manner consistent with the Purchaser, be repurchased 's instructions with respect thereto. In the event that 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 delivered --------- to the Purchaser in the time specified above (the "Missing Documents") either ----------------- because such Missing Documents have not been returned by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation to the appropriate applicable public recording office within with respect to items (c) and (d), or because the specified period due to a delay caused final original title policy has not yet been issued by the recording office in the applicable jurisdiction; providedthat title company with respect to item (i) e), then 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 to the Purchaser certified true and correct copies of the Sellersame and shall further deliver the originals of any such Missing Documents within fifteen (15) days of its receipt thereof, confirming that such document has been accepted for recording, but in no event later than one hundred and twenty (ii120) such document is delivered within twelve (12) months of days from the related Closing Date. The If the Seller shall pay all initial recording feesfails to deliver any of the Missing Documents relating to a Mortgage Loan within the time specified above, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian orSeller shall, upon written request of from the Purchaser, to the Purchaser or the Purchaser’s designeerepurchase such Mortgage Loan in accordance with Section 3.3. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.-----------

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (United Panam Financial Corp)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten five (105) Business Days prior to the related Closing Date pursuant to a mutually acceptable bailee letter those Mortgage Loan Documents set forth on Exhibit A-1 A hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian Seller shall certify its receipt pay all costs associated with the shipment of all such the Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial AgreementCustodian. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian, as incurred by each party. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement prior to the Servicing Transfer Date within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two ninety (290) weeks following receipt days of its submission for recordation. In the original event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following the related Closing DateCustodian under this Agreement, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 ninety (90) days following the related Closing DateDate (other than with respect to the Assignments of Mortgage which shall be delivered pursuant to this Section 6.03), 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 shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03Section 8.03. The foregoing repurchase obligation shall not apply if in the event that the Seller cannot cause the Interim Servicer to deliver such an 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; providedthat (i) provided that the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officerOfficer’s certificate Certificate of a servicing officer of the Seller, confirming that such document has documents have been accepted for recording; provided that, upon request of the Purchaser and (ii) such document is delivered within twelve (12) months delivery by the Purchaser to the Seller of a schedule of the related Closing DateMortgage Loans, the Seller shall reissue and deliver to the Purchaser or its designee said Officer’s Certificate. All Assignments of Mortgage shall be promptly recorded in the name of the Purchaser or in ‘blank’ or in the name of a Person designated by the Purchaser in all appropriate public offices for real property records. The Seller shall pay all initial recording fees, if any, for the Assignments each Assignment of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement (Five Oaks Investment Corp.)

Delivery of Mortgage Loan Documents. The Seller shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 13 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Seller shall provide the Purchaser, or its designee, with a copy, certified by the Seller to be a true and complete copy of any original document submitted for recordation on or before the fifth Business Day prior to the related Closing Date. If the original or copy of any document submitted for recordation to the appropriate recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date due to a delay at the applicable recording office, the Seller shall deliver to the Purchaser an officer’s written certification certifying that the delay in delivering the original recorded document to the Purchaser is due solely to delays at the applicable recording office and that the Seller shall deliver the original recorded documents no later than twelve (12) months after the related Closing Date. The Seller shall provide to each of the Purchaser and the Custodian a notice containing a list of authorized servicing officers (each, an “Authorized Representative”) for the purpose of giving and receiving notices, requests and instructions and delivering certificates and documents in connection with this Agreement. Such notice shall contain the specimen signature for each Authorized Representative. From time to time, the Seller may, by delivering to the others a revised notice, change the information previously given pursuant to this Section, but each of the parties hereto shall be entitled to rely conclusively on the then current notice until receipt of a superseding notice. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial this Agreement for the related Closing Date, as evidenced by the Initial Certification trust receipt of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of be responsible for maintaining the Custodial Agreement and during the Purchaser shall pay all Interim Servicing Period. The fees and expenses of the CustodianCustodian during such period shall be paid by the Seller. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 two ninety (290) weeks following receipt days of the original document by the Interim Servicerits submission for recordation; provided, howeverprovided further, 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 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 designee within 180 such ninety (90) days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office within the specified period submission due to a delay caused by the recording office in at the applicable jurisdiction; providedthat (i) recording office, the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, to the Purchaser an officer’s certificate of a servicing officer of written certification certifying that the Seller, confirming delay in delivering the original recorded document to the Purchaser is due solely to delays at the applicable recording office and that such document has been accepted for recording, and (ii) such document is delivered within the Seller shall deliver the original recorded documents no later than twelve (12) months of after the related Closing Date. The In the event the Seller shall pay all initial recording fees, if any, for does not comply with the Assignments of Mortgage delivery requirements set forth in this Subsection 6.03 and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or such noncompliance materially and adversely affects the Purchaser’s designee. The interest in the Mortgage Loan, the Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by notify the Seller for of such noncompliance, and the costs associated therewith pursuant to Seller shall correct or cure the preceding sentencerelated omission or defect within thirty (30) days of the receipt of such notice. If the Seller does not correct or cure such material and adverse omission or defect within such period, then the Seller shall repurchase such Mortgage Loan from the Purchaser within five (5) Business Days after the expiration of such thirty (30) day period at the Repurchase Price.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (Hsi Asset Securitization Corp)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or the custodian appointed by the Purchaser the Mortgage Loan Documents no later than ten four (104) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by or, upon the Custodial Agreement with respect request of the Purchaser, earlier, if necessary or desirable to each Mortgage Loan set forth on the related Mortgage Loan Schedulefacilitate a review, pursuant to a bailee letter agreement. The Custodian Purchaser or its custodian shall certify its receipt of all such the Mortgage Loan Documents. If the Seller cannot deliver the original recorded Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for on the related Closing Date, as evidenced 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 the Purchaser or the appointed custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Initial Certification appropriate recording office). If delivery is not completed within 120 days of the Custodian related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver such document to Purchaser, or the appointed custodian, 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 form annexed to Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the Custodial Agreementprior 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 comply with the terms use its best efforts to effect delivery of all delayed recorded documents within 180 days of the Custodial Agreement and the Purchaser shall pay related Closing Date. If delivery of all fees and expenses Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the Custodianrelated Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03. The Seller shall or shall cause the Interim Servicer to forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two five (25) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 1 contract

Samples: Flow Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2011-2)

Delivery of Mortgage Loan Documents. The Seller or Servicer, as applicable, shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 13 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Seller or Servicer, as applicable, shall provide the Purchaser, or its designee, with a copy, certified by the Seller or Servicer, as applicable, to be a true and complete copy of any original document submitted for recordation on or before the fifth Business Day prior to the related Closing Date. If the original or copy of any document submitted for recordation to the appropriate recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date due to a delay at the applicable recording office, the Seller, or Servicer, as applicable, shall deliver to the Purchaser an officer's written certification certifying that the delay in delivering the original recorded document to the Purchaser is due to delays at the applicable recording office and that the Seller or Servicer shall deliver the original recorded documents no later than twelve (12) months after the related Closing Date. The Servicer shall provide to each of the Purchaser and the Custodian a notice containing a list of authorized servicing officers (each, an "Authorized Representative") for the purpose of giving and receiving notices, requests and instructions and delivering certificates and documents in connection with this Agreement. Such notice shall contain the specimen signature for each Authorized Representative. From time to time, the Servicer may, by delivering to the others a revised notice, change the information previously given pursuant to this Section, but each of the parties hereto shall be entitled to rely conclusively on the then current notice until receipt of a superseding notice. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial this Agreement for the related Closing Date, as evidenced by the Trust Receipt and Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Servicer shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller Servicer shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 ninety days of its submission for recordation. In the event the Seller or Servicer, as applicable, does not comply with the delivery requirements set forth in this Subsection 6.03 and such noncompliance materially and adversely affects the Purchaser's interest in the Mortgage Loan, the Purchaser shall notify the Seller or Servicer, as applicable, of such noncompliance, and the Seller or Servicer, as applicable, shall correct or cure the related omission or defect within thirty (30) days of the receipt of such notice. If the Seller or Servicer, as applicable, does not correct or cure such material and adverse omission or defect within such period, then the Seller or Servicer, as applicable, shall repurchase such Mortgage Loan from the Purchaser within two (2) weeks following receipt Business Days after the expiration of the original document by the Interim 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 thirty (30) day period 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceRepurchase Price.

Appears in 1 contract

Samples: Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2007-Ar1)

Delivery of Mortgage Loan Documents. The On the Business Day prior to each Closing Date, the Seller shall deliver and release to the Custodian no later than ten (10) Business Days prior to Purchaser the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. In addition, in connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will cause, at the Seller’s expense, the MERS System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser in accordance with this Agreement (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) by including in such computer files the information required by the MERS System to identify the Purchaser and the series in which such Mortgage Loans were sold. The Custodian shall certify its receipt Seller further agrees that it will not alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of all this Agreement unless and until such Mortgage Loan Documents required to be delivered is repurchased in accordance with the terms of this Agreement. If pursuant to the Custodial Agreement for foregoing provisions the Seller repurchases a Mortgage Loan that is a MERS Mortgage Loan, the Seller shall either (i) cause MERS to execute and deliver an Assignment of Mortgage in recordable form to transfer the Mortgage from MERS to the Seller and shall cause such Mortgage to be removed from registration on the MERS System in accordance with MERS’ rules and regulations or (ii) cause MERS to designate on the MERS System the Seller or its designee as the beneficial holder of such Mortgage Loan. In the event that any of the documents listed in paragraph 3 to 7, inclusive, of Exhibit 5 attached hereto have not been delivered and released to the Purchaser or its designee (the "Missing Documents") by the Closing Date, then the Seller shall use its best efforts to deliver the recordable Missing Documents to the Purchaser or its designee within one hundred and eighty (180) days following the related Closing Date and non‑recordableMissing Documentswithin ninety (90) days of the related Closing Date. After the Seller concludes that it will not be able to deliver the Missing Documents to the Purchaser or its designee due to (i) the failure of the applicable recorder’s office to return a Missing Document that was sent for recording or (ii) the failure of the title insurer to issue and deliver the original mortgagee title policy, as evidenced except where such refusal to issue the policy is based on a claim that the title insurer is under no obligation to issue such policy, but in no event later than three hundred and sixty (360) days following the related Closing Date for Missing Documents (unless an extension of time is consented to by the Initial Certification of Purchaser in its reasonable discretion), the Custodian Seller shall notify the Purchaser and upon written request from the Purchaser the related Mortgage Loan shall be repurchased by the Seller at the price and in the form annexed to the Custodial Agreementmanner specified in Subsection 7.03. The Seller shall comply with the terms of the Custodial Agreement and forward by personal delivery, recognized overnight delivery service or registered or certified first class mail, postage prepaid, return receipt requested to the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two (2) weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two (2) 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 two (2) weeks following promptly upon receipt of the original document by the Interim Servicer; providedsame, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser but in no event later than 180 one hundred eighty (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 after such document was submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Washington Mutual Mortgage Pass-Through Certificates, WMALT Series 2006-Ar1)

Delivery of Mortgage Loan Documents. The Seller Pursuant to the Custodial Agreement, the Company shall deliver and release to the Custodian no later than ten three (103) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan Loan, a list of which is set forth on in the related Mortgage Loan ScheduleCustodial Agreement. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Company shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian, provided that, in the event the Purchaser utilizes the same review criteria as the applicable Seller under the applicable Seller's existing warehouse financing arrangement with the Custodian, then the Company shall pay the costs of Initial Certification. The Seller Company shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, ; provided, however, that the Seller Company shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt ninety days of its submission for recordation. In the original event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following Custodian in the related Closing DateCustodial Agreement, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser shall designate in writing, within 180 days (or such other time period as may be required by any Rating Agency rating a securitization of the Mortgage Loans) following the related Closing Date (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank and recorded subsequently by the Purchaser or its designee designee), and in the event that the Company does not cure such failure within 180 30 days following of discovery or receipt of written notification of such failure from the related Closing DatePurchaser, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller Company at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if in the Seller event that the Company cannot cause the Interim Servicer to deliver such an 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; providedthat (i) provided that the Seller Company shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s 's certificate of a servicing officer of the Seller, confirming that such document has documents have been accepted for recording; provided that, and (ii) such document is delivered within twelve (12) months upon request of the related Closing DatePurchaser and delivery by the Purchaser to the Company of a schedule of the Mortgage Loans, the Company shall reissue and deliver to the Purchaser or its designee said officer's certificate. The Seller Company 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 Purchaser, to the Purchaser or the Purchaser’s 's designee. The Purchaser or the Purchaser’s 's designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller Company for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten (10) Business Days prior to Purchaser the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify Closing Date upon its receipt of all the Purchase Price. The Seller may make available to the Purchaser at a mutually agreed time and location the Mortgage Loan Documents to facilitate a review. If the Seller cannot deliver the original recorded Mortgage Loan Documents on the Closing Date, the Seller shall, promptly upon receipt thereof and in any case not later than 240 days from the Closing Date, deliver such original recorded Mortgage Loan Documents to the Purchaser or the appointed custodian (unless the Seller is delayed in making such delivery by reason of the fact that such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced shall not have been returned by the Initial Certification appropriate recording office). If delivery is not completed within 240 days of the Custodian Closing Date solely because such Mortgage Loan Documents shall not have been returned by the appropriate recording office, the Seller shall deliver such Mortgage Loan Documents to Purchaser, or the appointed custodian, within such time period as specified in an electronic communication from the Seller. In the event that documents have not been received by the date specified in the form annexed to electronic communication from the Custodial AgreementSeller, a subsequent electronic communication from the Seller shall be transmitted by such date specified in the prior electronic communication, stating a revised date for receipt of documentation. The Seller shall comply include with each electronic communication a listing of all delayed recorded documents. The procedure shall be repeated until the terms of the Custodial Agreement documents have been received and the Purchaser shall pay all fees and expenses of the Custodiandelivered. The Seller shall use commercially reasonable efforts to effect delivery of all delayed recorded documents within 240 days of the Closing Date. If delivery of all Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03. 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 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 Interim Servicer to Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 7.03. The Seller shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks ten (10) days of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two forty-five (245) weeks following days of the Seller’s receipt of such original or true and complete copy of the original document by the Interim 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 from the appropriate public recording office is not office. The Seller shall deliver executed originals of each of the documents listed on Exhibit 1. Any of the other documents listed on Exhibit 2 may, in the sole discretion of the Seller, be delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and solely in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, electronic format reasonably acceptable to the Purchaser or within the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencetime frames specified herein.

Appears in 1 contract

Samples: Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2011-2)

Delivery of Mortgage Loan Documents. In connection with such transfer and assignment, the Seller will deliver to, and deposit with, the Purchaser or the Purchaser's designee, the documents or instruments set forth in Section 2.01 of the Pooling and Servicing Agreement. In instances where an original recorded Mortgage or power of attorney cannot be delivered by the Seller to the Purchaser prior to or concurrently with the execution and delivery of this Agreement, due to a delay in connection with the recording of such Mortgage or power of attorney, the Seller may, (a) in lieu of delivering such original recorded Mortgage or power of attorney referred to in clause (ii) of Section 2.01(a) of the Pooling and Servicing Agreement, deliver to the Purchaser a copy thereof, provided that the Seller certifies that the original Mortgage or power of attorney has been delivered (in the jurisdictions required) to a title insurance company for recordation after receipt of its policy of title insurance or binder therefor (which may be a certificate relating to a master policy of title insurance), and (b) in lieu of delivering the completed assignment in recordable form referred to in clause (iii) of Section 2.01(a) of the Pooling and Servicing Agreement to the Purchaser, deliver such assignment to the Purchaser completed except for recording information. In all such instances, the Seller will deliver the original recorded Mortgage or power of attorney and completed Assignment (if applicable) to the Purchaser promptly upon receipt of such Mortgage or power of attorney. In instances where an original recorded Mortgage or power of attorney has been lost or misplaced, the Seller, or in the jurisdictions where allowed, the related title insurance company may deliver in lieu of such Mortgage or power of attorney, a copy of such Mortgage or power of attorney bearing recordation information and certified as true and correct by the office in which recordation thereof was made. In instances where the original or a copy of the title insurance policy referred to in clause (v) of Section 2.01(a) of the Pooling and Servicing Agreement (which may be a certificate relating to a master policy of title insurance) pertaining to the Mortgaged Property relating to a Mortgage Loan cannot be delivered by the Seller to the Purchaser prior to or concurrently with the execution and delivery of this Agreement because such policy is not yet available, the Seller may, in lieu of delivering the original or a copy of such title insurance, deliver to the Purchaser with respect to such policy (which may be a certificate relating to a master policy of title insurance) and deliver the original or a copy of such policy (which may be a certificate relating to a master policy of title insurance) to the Purchaser within 270 days of the Closing Date. In instances where an original assumption, modification or buydown agreement cannot be delivered by the Seller to the Purchaser prior to or concurrently with the execution and delivery of this Agreement, the Seller may, in lieu of delivering the original of such agreement, deliver a certified copy thereof. To the extent not already recorded, the Seller shall promptly (and in no event later than five Business Days following the later of (i) the Closing Date and (ii) the date of receipt by the Seller of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to the trust fund, in the appropriate public office for real property records, each Assignment delivered to it pursuant to Section 2.01(a)(iii) of the Pooling and Servicing Agreement. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Seller shall promptly prepare or cause to be prepared a substitute Assignment or cure or cause to be cured such defect, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, for administrative convenience and facilitation of servicing and to reduce closing costs, the Assignments shall not be required to be submitted for recording (except with respect to any Mortgage Loan located in Maryland and Florida) unless such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, the Seller shall submit each Assignment for recording, at no expense to the trust fund, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement and (v) with respect to any one Assignment the occurrence of a foreclosure relating to the Mortgagor under the related Mortgage. With respect to a maximum of approximately 4.00% of the Original Mortgage Loans, by outstanding principal balance of the Original Mortgage Loans as of the Cut-off Date, if any original Mortgage Note referred to in the Pooling and Servicing Agreement cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser of a lost note affidavit and a photocopy of the related Mortgage Note; provided, however, that the Seller may deliver a lost note affidavit for up to 2.00% of the Original Mortgage Loans, by outstanding principal balance of the Original Mortgage Loans as of the Cut-off Date, without attaching a photocopy of the related Mortgage Note thereto. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Trustee within ten Business Days. The Seller shall deliver and release or cause to be delivered to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Purchaser promptly upon receipt thereof any other original documents constituting a part of a Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement File received with respect to each any Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing DateLoan, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodianincluding, or to such other Person as the Purchaser shall designate in writingbut not limited to, any original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall promptly provide the Loan. All 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 two (2) weeks following receipt of the original document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered documents relating 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 Mortgage Loans that are not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage are and shall be reimbursed held by or on behalf of the Seller in trust for the costs associated therewith benefit of the Trustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the preceding sentenceterms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Purchaser. Any such original document delivered to or held by the Purchaser that is not required pursuant to the terms of this Section to be a part of a Mortgage File, shall be delivered promptly to the Seller.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Salomon Mortgage Loan Trust Series 2003-Nbc1)

Delivery of Mortgage Loan Documents. The With respect to each Mortgage Loan, the Seller shall deliver and release to the Custodian no later than ten Purchaser, or its designee, under a bailee or custodial agreement, (10a) five (5) Business Days prior to the related Closing Date those (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 Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for within a reasonable time following the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim Servicer; provided, however, that such all original documents or, in the case of Mortgage Loan Documents delivered for recording, either the original recorded document documentation or clerk-certified copy copies thereof shall be delivered to the Purchaser Purchaser, or its designee, no later than 180 days one (1) year following the related Closing Date, unless there has been a delay at subject to the applicable recording officefollowing paragraph. If In the event that the Seller fails to deliver such original or copy of any document submitted Mortgage Loan Document (except for recordation the applicable Mortgage Note or related lost note affidavit) lost note affidavits shall not exceed 2% of the total number of Mortgage Loans in any Mortgage Loan Package), to the appropriate public recording office is extent not set forth on the related bailee or custodial certification described in Section 8(c), which Mortgage Note or lost note affidavit must be delivered on or prior to the Closing Date) to the Purchaser or its designee within 180 days one (1) year following the related 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 the a price and in the manner specified in Subsection 9.037.03. The foregoing repurchase obligation shall not apply if in the event the Seller cannot cause the Interim 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; providedthat (i) 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 officerOfficer’s certificate Certificate of a servicing officer of the SellerServicer, confirming that such document has been accepted for recording, recording and (ii) that the Servicer shall immediately deliver such document is 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 (1) year after receipt of written notification of such failure from the Purchaser, the Seller shall repurchase the related Mortgage Loan at the price and in the manner specified in Subsection 7.03. Notwithstanding the foregoing, to the extent that the Purchaser or its designee certifies as to any document as being delivered within twelve to it pursuant to any bailee or custodial agreement delivered in connection with this Agreement in a non-defective state and such document subsequently becomes missing or defective, the Seller shall not be obligated to repurchase the related Mortgage Loan by reason of such missing or defective document, to redeliver such document to the Purchaser or its designee or to correct any such defect. To the extent received by it, the Servicer 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 this Agreement. Within ninety (1290) months of days after the related Closing Date, the Seller shall, or 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 pay all initial recording fees, if any, for be required to deliver the Assignments of Mortgage and any other fees MIC or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, LGC to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s its designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencedate specified in clause (iii) above.

Appears in 1 contract

Samples: Reconstituted Servicing Agreement (Thornburg Mortgage Securities Trust 2005-4)

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Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten five (105) Business Days prior to the related Closing Date pursuant to a mutually acceptable bailee letter those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall be required to certify its receipt of all such the Mortgage Loan Documents required to be delivered pursuant hereunder prior to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreementa trust receipt. The Seller shall comply pay all costs associated with the terms shipment of the Custodial Agreement Mortgage Loan Documents to the Custodian. The Seller and the Purchaser shall pay all fees and expenses of the Custodian, as incurred by each party. The Seller shall be responsible for providing the Assignments of Mortgage in the name of the Purchaser or its designee to the Custodian for Mortgage Loans (i) not registered under the MERS System, (ii) required to be recorded pursuant to Applicable Law or (iii) requested to be recorded by the Purchaser. The Seller shall be required to deliver such Assignments of Mortgage for recording within thirty (30) days of the related Closing Date. All recording fees and other costs associated with the recording of such Assignments of Mortgage and other relevant documents to the Purchaser or its designee will be borne by the Seller. The Seller shall furnish the Custodian with a copy of each such Assignment of Mortgage submitted for recording. In the event that any such Assignment of Mortgage is lost or returned unrecorded because of a defect therein, the Seller shall promptly have a substitute Assignment of Mortgage prepared or have such defect cured, as the case may be, and thereafter cause such Assignment of Mortgage to be duly recorded. The Purchaser shall be responsible for the Interim Servicer to initial and on-going fees and expenses of the Custodian. The Seller shall forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two ninety (290) weeks following receipt days of its submission for recordation. In the original event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following the related Closing DateCustodian under this Agreement, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 ninety (90) days following the related Closing DateDate (other than with respect to the applicable Assignments of Mortgage which shall be delivered within thirty (30) days of the related Closing Date pursuant to this Section 6.03), 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 shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03Section 8.03. The foregoing repurchase obligation shall not apply if in the event that the Seller cannot cause the Interim Servicer to deliver such an 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; providedthat (i) provided that the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officerOfficer’s certificate Certificate of a servicing officer of the Seller, confirming that such document has documents have been accepted for recording; provided that, upon request of the Purchaser and (ii) such document is delivered within twelve (12) months delivery by the Purchaser to the Seller of a schedule of the related Closing DateMortgage Loans, the Seller shall reissue and deliver to the Purchaser or its designee said Officer’s Certificate. The Seller shall pay all initial recording fees, if any, for the Assignments any Assignment of Mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement (Sequoia Mortgage Trust 2013-1)

Delivery of Mortgage Loan Documents. The Seller Mortgage Loan Documents enumerated as items (1) through (8) in EXHIBIT A shall deliver and release be delivered by the Company at its expense to the Custodian no later than ten within five (105) Business Days prior to the related each Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by and the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian Company shall certify its receipt of all release such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for as of the related Closing Date, free of any bailment arrangement on behalf of the Company. The remaining N-3-18 documents constituting Mortgage Loan Documents shall be delivered as evidenced soon as practicable after the related Closing Date, but in any event within 30 Business Days following the related Closing Date. 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 180 days from the related Closing Date, deliver such original documents, including original recorded documents, to the Custodian for the benefit of the Purchaser (unless the Company is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Initial Certification appropriate recording office). If delivery is not completed within 180 days, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. If the Purchaser discovers any defect with respect to a Mortgage File, the Purchaser 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 3.03. The Company shall pay all recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original documents to the Custodian. The Company shall prepare and effect the recording of the Custodian in the form annexed to the Custodial AgreementAssignments of Mortgage. The Seller shall comply with the terms of the Custodial Agreement and Thereafter, the Purchaser shall pay all fees the costs and expenses of the Custodian. The Seller Company shall or also be required to prepare any intervening Assignments of Mortgage in accordance with the instructions of the Purchaser. The Company shall cause the Interim Servicer to forward to the Custodian, or to such other Person as Custodian on behalf of the Purchaser shall designate in writing, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement Section 4.01 or 6.01 within two weeks one week of their execution, ; provided, however, that the Seller Company shall provide the Custodian, or to such other Person as Custodian on behalf of the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks one week 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 two (2) weeks following receipt 180 days of its execution. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the original document fact that such documents shall not have been returned by the Interim Servicer; providedappropriate recording office, howeverthe Company shall continue to use its best efforts to effect delivery as soon as possible thereafter, provided that if such original recorded document documents are not delivered by the 270th day from the date of execution, the Company shall repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof. From time to time the Company may have a need for Mortgage Loan Documents to be released by the Custodian. If the Company shall require any of the Mortgage Loan Documents, the Company shall notify the Custodian in writing of such request, which request shall specify in reasonable detail the Company's reason for the request and unless the related Mortgage Loans are the subject of a Pass-Through Transfer, such request is to be acknowledged by the Purchaser. The Purchaser shall deliver or certified copy thereof shall be cause the Custodian to deliver to the Company within a reasonable period of time, any requested documentation previously delivered to the Custodian or the Purchaser no later than 180 days following as part of the related Closing DateMortgage File, unless there has been a delay at the applicable recording office. If the original or copy of any document submitted for recordation provided that such documentation is promptly returned to the appropriate public recording office is not delivered to Custodian or the Purchaser or its designee within 180 days following when the related Closing DateCompany no longer requires possession of the document, and provided that during the related Mortgage Loan shalltime that any such documentation is held by the Company, upon such possession is in trust for the request benefit of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Structured Asset Mortgage Investments Inc)

Delivery of Mortgage Loan Documents. The Seller shall deliver Pursuant to various conveyance documents to be executed on the Closing Date and release pursuant to the Custodian no later than ten (10) Business Days prior Pooling and Servicing Agreement, the Purchaser will assign on the Closing Date all of its right, title and interest in and to the related Mortgage Loans to the Trustee for the benefit of the Certificateholders as their interests may appear. In connection with the transfer and assignment of the Mortgage Loans, the Seller has delivered or will deliver or cause to be delivered to the Trustee by the Closing Date those or such later date as is agreed to by the Purchaser and the Seller (each of the Closing Date and such later date is referred to as a “Mortgage Loan Documents File Delivery Date”), the documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution1 hereto, provided, however, that in lieu of the foregoing, the Seller shall provide may deliver the Custodianfollowing documents, under the circumstances set forth below: (x) in lieu of the original Mortgage, assignments to the Trustee or intervening assignments thereof which have been delivered, are being delivered or will upon receipt of recording information relating to such other Person 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 Purchaser shall designate in writing, Seller may deliver a true copy thereof with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall promptly 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 within two original, which has been transmitted for recording”; (2y) weeks following receipt 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 document certification by the Interim Servicerjudicial or other governmental authority of the jurisdiction where such documents were recorded; providedand (z) in lieu of the 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. The Seller shall deliver such original recorded document documents (including any original documents as to which certified copies had previously been delivered) or such certified copy thereof shall be delivered copies to the Purchaser no Trustee promptly after they are received. The Seller shall cause the Mortgage and intervening assignments, if any, and the assignment of the Mortgage to be recorded not later than 180 days following after the related Closing Date, unless there has been a delay at the applicable recording office. If the original or copy or, in lieu of any document submitted for recordation such assignments, shall provide an Opinion of Counsel pursuant to Section 6 hereof to the appropriate public recording office effect that the recordation of such assignment is not delivered necessary to protect the Purchaser or its designee within 180 days following the related Closing Date, Trustee’s interest in the related Mortgage Loan shall, upon Loan. Upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to will assist the Purchaser or in effecting the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant assignment referred to the preceding sentenceabove.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Nomura Asset Acceptance Corporation, Alternative Loan Trust, Series 2007-2)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or its designee the Mortgage Loan Documents no later than ten (10) five Business Days prior to the related Closing Date those pursuant to a bailee letter agreement. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced the Seller shall, promptly upon receipt thereof and in any case not later than 90 days from the Closing Date, deliver such original recorded documents to 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 Initial Certification appropriate recording office). If delivery is not completed within 90 days of the Custodian in Closing Date solely because such documents shall not have been returned by the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodianappropriate recording office, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, deliver or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 cause to be a true and complete copy of the original within two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following a Seller’s Officer’s Certificate that shall (i) identify the related Closing Daterecorded document, (ii) state that the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall recorded document has not apply if the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation been delivered to the appropriate public recording office within the specified period Purchaser or its designee due solely to a delay caused 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. In the event that documents have not been received by the date specified in the applicable jurisdiction; providedthat (i) Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the Seller shall instead deliver prior Seller’s Officer’s Certificate, stating a recording revised date for receipt of such recording office or, if such recording receipt is not available, an officer’s certificate of a servicing officer of documentation. The procedure shall be repeated until the Seller, confirming that such document has documents have been accepted for recording, received and (ii) such document is delivered within twelve (12) months of the related Closing Datedelivered. The Seller shall pay use its best efforts to effect delivery of all initial recording fees, if any, for the Assignments of Mortgage and any other fees or costs in transferring all original delayed recorded documents to the Custodian or, upon written request within 120 days of the PurchaserClosing Date. Pursuant to Section 10.11, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee Seller shall be responsible for recording the Assignments of Mortgage (or Form UCC-3’s for Co-op Loans). The Seller shall pay all initial recording fees for the Assignments of Mortgage (or Form UCC-3’s for Co-op Loans) and any other fees in connection with the transfer of the Mortgage Loan Documents to the Purchaser or its designee. No later than five days prior to the related Closing Date, the Seller shall be reimbursed provide a copy of the commitment for title insurance to the Purchaser or its designee. Any review by the Seller for Purchaser or its designee of the costs associated therewith pursuant 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 designee to, give written specification of such defect to the preceding sentenceSeller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03.

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement (TBW Mortgage-Backed Trust Series 2006-4)

Delivery of Mortgage Loan Documents. The Seller or Servicer, as applicable, shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 13 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Seller or Servicer, as applicable, shall provide the Purchaser, or its designee, with a copy, certified by the Seller or Servicer, as applicable, to be a true and complete copy of any original document submitted for recordation on or before the fifth Business Day prior to the related Closing Date. If the original or copy of any document submitted for recordation to the appropriate recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date due to a delay at the applicable recording office, the Seller, or Servicer, as applicable, shall deliver to the Purchaser an officer’s written certification certifying that the delay in delivering the original recorded document to the Purchaser is due solely to delays at the applicable recording office and that the Seller or Servicer shall deliver the original recorded documents no later than twelve (12) months after the related Closing Date. The Servicer shall provide to each of the Purchaser and the Custodian a notice containing a list of authorized servicing officers (each, an “Authorized Representative”) for the purpose of giving and receiving notices, requests and instructions and delivering certificates and documents in connection with this Agreement. Such notice shall contain the specimen signature for each Authorized Representative. From time to time, the Servicer may, by delivering to the others a revised notice, change the information previously given pursuant to this Section, but each of the parties hereto shall be entitled to rely conclusively on the then current notice until receipt of a superseding notice. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial this Agreement for the related Closing Date, as evidenced by the Initial Certification Trust Receipt of the Custodian in the form annexed to the Custodial Agreement. The Seller Servicer shall comply with the terms of be responsible for maintaining the Custodial Agreement and during the Purchaser shall pay all Interim Servicing Period. The fees and expenses of the CustodianCustodian during such period shall be paid by the Seller. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 one hundred twenty (120) days of its submission for recordation. If such document has not been received after such 120 day period, the Seller shall deliver an officer’s certificate to the Purchaser certifying that such failure was due solely to (i) the failure of the applicable recorder’s office to return such document sent for recording or (ii) the failure of the title insurer to issue and deliver the original mortgagee title policy; provided that in any event, Seller shall cause such document to be delivered to Purchaser within six months of its submission for recordation or at the Purchaser’s option, Seller shall repurchase such Mortgage Loan from the Purchaser within two (2) weeks following receipt Business Days of the original document by the Interim 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 request 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceRepurchase Price.

Appears in 1 contract

Samples: Assumption and Recognition Agreement (Hsi Asset Securitization Corp)

Delivery of Mortgage Loan Documents. In connection with such transfer and assignment, the Seller does hereby deliver to, and deposit with, the Purchaser or the Purchaser's designee, the documents or instruments set forth in Section 2.01 of the Pooling and Servicing Agreement. To the extent not already recorded, the Seller shall promptly (and in no event later than five Business Days following the later of the Closing Date and the date of receipt by the Seller of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to the Purchaser, in the appropriate public office for real property records, each Assignment delivered to it pursuant to the Pooling and Servicing Agreement and shall promptly submit or cause to be submitted for filing, the Form UCC-3 assignment and the UCC-1 financing statement referred to in the Pooling and Servicing Agreement. In the event that any such Assignment, Form UCC-3 or Form UCC-1, as applicable, is lost or returned unrecorded because of a defect therein, the Seller shall promptly prepare or cause to be prepared a substitute Assignment, Form UCC-3 or Form UCC- 1, as applicable, or cure or cause to be cured such defect, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, the Seller need not cause to be recorded any Assignment which relates to a Mortgage Loan in any jurisdiction under the laws of which, as evidenced by an Opinion of Counsel delivered or caused to be delivered by the Seller to the Trustee and the Rating Agencies, the recordation of such assignment is not necessary to protect the Purchaser's interest in the related Mortgage Loan; PROVIDED, HOWEVER, notwithstanding the delivery of any Opinion of Counsel, the Seller shall submit each Assignment for recording, at no expense to the Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Termination, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement and (v) with respect to any one Assignment the occurrence of a foreclosure relating to the Mortgagor under the related Mortgage. Notwithstanding the foregoing, if the Seller fails to pay the cost of recording the Assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust as set forth in the Pooling and Servicing Agreement. With respect to a maximum of approximately 1.00% of the Original Mortgage Loans, by outstanding principal balance of the Original Mortgage Loans as of the Cut-off Date, if any original Mortgage Note referred to in the Pooling and Servicing Agreement cannot be located, the obligations of the Seller to deliver such documents shall be deemed to be satisfied upon delivery to the Purchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Trustee within three Business Days. The Seller shall deliver and release or cause to be delivered to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Purchaser promptly upon receipt thereof any other original documents constituting a part of a Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement File received with respect to each any Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing DateLoan, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodianincluding, or to such other Person as the Purchaser shall designate in writingbut not limited to, any original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall promptly provide the Loan. All 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 two (2) weeks following receipt of the original document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered documents relating 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 Mortgage Loans that are not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage are and shall be reimbursed held by or on behalf of the Seller in trust for the costs associated therewith benefit of the Trustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the preceding sentenceterms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Purchaser. Any such original document delivered to or held by the Purchaser that is not required pursuant to the terms of this Section to be a part of a Mortgage File, shall be delivered promptly to the Seller.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Salomon Bros Mort Sec Vii Inc Salo Mort Ln Tr Ser 2001-Cpb1)

Delivery of Mortgage Loan Documents. The In connection with such transfer and assignment, the Seller shall does hereby deliver to, and release to deposit with, the Custodian no later than ten (10) Business Days prior to Purchaser, the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement documents or instruments with respect to each Mortgage Loan set forth so transferred and assigned which are designated the "Mortgage Loan Documents" under the Servicing Agreement and which are listed on Exhibit C-1 to the Servicing Agreement (a "Mortgage File"). With respect to each Mortgage Note and Assignment endorsed in blank as of the Closing Date, within ninety (90) days of the Closing Date the Purchaser shall cause such endorsements to be completed in the following form: "Pay to the order of Wachovia Bank, National Association, as Trustee, without recourse." Notwithstanding the foregoing, with respect to each Mortgage File, on the Closing Date, the Purchaser will deliver to, and deposit with, the Trust Administrator, the Mortgage Note and will deliver the remaining contents of each Mortgage File within 60 days following the Closing Date. In instances where an original recorded Mortgage, power of attorney or any assumption, modification, consolidation or extension agreement cannot be delivered by the Purchaser to the Trustee within 60 days following the Closing Date, due to a delay in connection with the recording of such Mortgage, power of attorney or assumption, modification, consolidation or extension agreement, the Purchaser may, in lieu of delivering such original recorded Mortgage, power of attorney or assumption, modification, consolidation or extension agreement referred to in Exhibit C-1 to the Servicing Agreement, deliver or cause to be delivered to the Trust Administrator a copy thereof, provided that the Purchaser or the Originator certifies that the original Mortgage, power of attorney, assumption, modification, consolidation or extension agreement has been delivered for recordation. In instances where an original recorded Mortgage or power of attorney has been lost or misplaced, the Purchaser may deliver or cause to be delivered, in lieu of such Mortgage or power of attorney, a copy of such Mortgage or power of attorney bearing recordation information and certified as true and correct by the office in which recordation thereof was made. In instances where an Assignment in recordable form cannot be delivered by the Purchaser to the Trust Administrator within 60 days following the Closing Date, due to a delay in connection with the recording of the Mortgage, the Purchaser may, in lieu of delivering the completed Assignment in recordable form referred to in clause (e) of Exhibit C-1 to the Servicing Agreement to the Trust Administrator, deliver or cause to be delivered such Assignment to the Trust Administrator completed except for recording information. In all such instances, the Purchaser will deliver or cause to be delivered the original recorded Mortgage or power of attorney and completed Assignment (if applicable) to the Trustee promptly upon receipt of such Mortgage or power of attorney. The Master Servicer shall enforce the obligations of the Originator under the Servicing Agreement to cause all Assignments referred to in clause (e) of Exhibit C-1 to the Servicing Agreement and, to the extent necessary, in clause (e) of Exhibit C-1 to the Servicing Agreement to be recorded. In the event that the Master Servicer has actual knowledge or has received written notice that any such Assignment is lost or returned unrecorded because of a defect therein, the Master Servicer shall cause the Originator to promptly have a substitute Assignment prepared or have such defect cured, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, for administrative convenience and facilitation of servicing and to reduce costs, the Assignments shall not be required to be submitted for recording (except with respect to any Mortgage Loans located in Florida and Maryland) unless such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, the Master Servicer shall enforce the obligation of the Originator under the Servicing Agreement to submit each Assignment for recording, at the Originator's expense, upon a the Master Servicer gaining actual knowledge or written notice of the earliest to occur of: (i) direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of an Event of Default under the Servicing Agreement, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Originator, (iv) the occurrence of a servicing transfer under the Servicing Agreement, (v) with respect to any one Assignment the occurrence of a foreclosure relating to the Mortgagor under the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all and (vi) on or after the 90th day on which the payment for such Mortgage Loan Documents required was due and payable and not received. Notwithstanding the foregoing, if the Originator fails to pay the cost of recording the Assignments, such expense will be paid by the Trust Administrator and the Trust Administrator shall be reimbursed for such expenses as Extraordinary Trust Fund Expenses. The Purchaser shall deliver or cause to be delivered pursuant to the Custodial Agreement for the related Closing DateTrustee promptly upon receipt thereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodianincluding, or to such other Person as the Purchaser shall designate in writingbut not limited to, any original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall promptly provide the Loan. All 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 two (2) weeks following receipt of the original document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered documents relating 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 Mortgage Loans that are not delivered to the Purchaser Trust Administrator are and shall be held by or its designee within 180 days following on behalf of the related Closing DateMortgage Loan Seller, the related Mortgage Loan shallServicer, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or Master Servicer, as the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller case may be, in trust for the costs associated therewith benefit of the Trustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the preceding sentenceterms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Trust Administrator. Any such original document delivered to or held by the Purchaser that is not required pursuant to the terms of this Section to be a part of a Mortgage File, shall be delivered promptly to the Servicer.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Salomon Brots Mort Sec Vii Inc Citigroup Mort Ln Tr 03 Hyb1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat provided that (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten two (102) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat provided that (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)

Delivery of Mortgage Loan Documents. The Pursuant to the Custodial Agreement, the Seller shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Purchaser shall comply with the terms of be responsible for maintaining the Custodial Agreement and during the Purchaser shall pay all Preliminary Servicing Period. The fees and expenses of the CustodianCustodian during such period shall be paid by the Purchaser. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt ninety days of its submission for recordation. In the event that new, replacement, substitute or additional Stock Certificates are issued with respect to existing Cooperative Shares, the Seller immediately shall deliver to the Custodian the new Stock Certificates, together with the related Stock Powers in blank. Such new Stock Certificates shall be subject to the related Pledge Instruments and shall be subject to all of the original document terms, covenants and conditions of this Agreement. In addition, in connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will cause, at the Seller's expense, the MERS System to indicate that such Mortgage Loans have been assigned by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered Seller to the Purchaser no later than 180 days following in accordance with this Agreement (or deleted, in the related Closing Date, case of Mortgage Loans that are repurchased in accordance with this Agreement) by including in such computer files the information required by the MERS System to identify the Purchaser as the beneficial holder of such Mortgage Loans. The Seller further agrees that it will not alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless there has been a delay at and until such Mortgage Loan is repurchased in accordance with the applicable recording officeterms hereof. If the original or copy of any document submitted for recordation pursuant to the appropriate public recording office foregoing provisions the Seller repurchases a Mortgage Loan that is not delivered a MERS Mortgage Loan, the Seller shall either (i) cause MERS to execute and deliver an Assignment of Mortgage in recordable form to transfer the Mortgage from MERS to the Purchaser Seller and shall cause such Mortgage to be removed from registration on the MERS System in accordance with MERS' rules and regulations or (ii) cause MERS to designate on the MERS System the Seller or its designee within 180 days following as the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) the Seller shall instead deliver a recording receipt beneficial holder 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceLoan.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series MLCC 2006-2)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten three (103) Business Days prior to the related Closing Date those the documents and instruments in the Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to File for each Mortgage Loan set forth on the related Mortgage Loan ScheduleLoan. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification certification and trust receipt of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses charged by the Custodian associated with the initial inventory and maintenance of the CustodianMortgage Loan Documents. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt 180 days of the original Closing Date. In the event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following Custodian pursuant to the related Closing Datepreceding paragraph, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 days following the related Closing DateDate (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank on or prior to the Closing Date and recorded subsequently by the Purchaser or its designee), 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 shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.039.04. The foregoing repurchase obligation shall not apply if in the event that the Seller cannot cause the Interim 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; providedthat , provided that (i) the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate Officer's Certificate of a servicing officer of the Seller, confirming that such document has documents have been accepted for recordingrecording (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 twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments assignments of Mortgage mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s 's designee. The Purchaser or the Purchaser’s 's designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Gsaa Home Equity Trust 2004-5)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian the Mortgage Loan Documents no later than ten five (105) Business Days prior to the related Closing Date those Date. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced 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 the Custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Initial Certification appropriate recording office). If delivery is not completed within 120 days of the Custodian related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver such document to the Custodian, 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 form annexed to Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the Custodial Agreementprior 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 comply with the terms use its best efforts to effect delivery of all delayed recorded documents within 180 days of the Custodial Agreement and the Purchaser shall pay related Closing Date. If delivery of all fees and expenses Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the Custodianrelated Closing Date, then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in accordance with Subsection 7.03. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 two ninety (290) weeks following receipt days of its submission for recordation. In the original document by the Interim Servicer; providedevent that new, howeverreplacement, that such original recorded document substitute or certified copy thereof shall be delivered additional Stock Certificates are issued with respect 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 designee within 180 days following the related Closing Dateexisting Cooperative Shares, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation immediately shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 orthe new Stock Certificates, upon written request of together with the Purchaser, related Stock Powers in blank. Such new Stock Certificates shall be subject to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage related Pledge Instruments and shall be reimbursed by subject to all of the Seller for the costs associated therewith pursuant to the preceding sentenceterms, covenants and conditions of this Agreement.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Sequoia Mortgage Trust 2007-2)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten three (103) Business Days prior to the related Closing Date those the documents and instruments in the Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to File for each Mortgage Loan set forth on the related Mortgage Loan ScheduleLoan. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification certification and trust receipt of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses charged by the Custodian associated with the initial inventory and maintenance of the CustodianMortgage Loan Documents. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt 180 days of the original related Closing Date. In the event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following Custodian pursuant to the related Closing Datepreceding paragraph, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 days following the related Closing DateDate (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank on or prior to the related Closing Date and recorded subsequently by the Purchaser or its designee), 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 shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.039.04. The foregoing repurchase obligation shall not apply if in the event that the Seller cannot cause the Interim 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; providedthat , provided that (i) the Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s certificate Officer's Certificate of a servicing officer of the Seller, confirming that such document has documents have been accepted for recordingrecording (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 twelve (12) months of the related Closing Date. The Seller shall pay all initial recording fees, if any, for the Assignments assignments of Mortgage mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s 's designee. The Purchaser or the Purchaser’s 's designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (GSAMP Trust 2005-He3)

Delivery of Mortgage Loan Documents. The Pursuant to this Agreement, the Seller shall provide, or cause to be provided, in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date or a mutually acceptable time prior to the Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date Purchaser those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial this Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Custodian If required pursuant to a Purchase Price and Terms Letter Agreement, the Purchaser shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial this Agreement for the related Closing Date. With respect to each Mortgage Loan, as evidenced the Seller shall deliver the Mortgage and, if applicable, the intervening Assignment of Mortgage and title insurance policy to be delivered to Purchaser if they have not yet been returned from the applicable recording office or title insurer. Seller shall use reasonable efforts to obtain such documents on a timely basis. Promptly upon receipt thereof, and in any case not later than 180 days from the related Closing Date, Seller shall deliver such original documents to the Purchaser (unless Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Initial Certification of appropriate recording office). In any instance in which the Custodian in the form annexed Seller fails to deliver an original recorded document to the Custodial AgreementPurchaser within the one hundred eighty (180) day period, the Purchaser may attempt to obtain the document from the relevant public office. The Seller shall comply reimburse the Purchaser for its reasonable expenses incurred in attempting to obtain such documents, up to $150 per Mortgage Loan. The Seller can prevent or delay such actions by the Purchaser, on a loan-by-loan basis, by providing Purchaser with a signed certification from the terms Seller indicating required documents have been delivered to appropriate recording offices, and the stated recording office has caused the delay (as indicated in Exhibit 5). Seller is required to notify Purchaser of such certification on or before the 181st day after the related Closing Date. Notwithstanding the foregoing, any delay of any actions by the Purchaser pursuant to this Section 6.03 following the 270th day after the related Closing Date shall be in the sole discretion of the Custodial Agreement Purchaser. In any event, if the Purchaser’s failure to receive an original or court certified true copy of the original recorded mortgage, deed of trust, security instrument, assignment or other documents required to be recorded under this Agreement, or an original title policy as required by this Agreement, and such failure results in the Purchaser incurring a direct out of pocket loss, the Purchaser may, at its option, require the Seller to repurchase the affected Mortgage Loan at the Repurchase or Make Whole Price. If the Purchaser purchases a Mortgage Loan having relied on a marked-up title insurance binder or title certificate rather than a title insurance policy, the Seller shall have ninety (90) days after the related Closing Date to deliver to the Purchaser the original title insurance policy (free from deficiencies, and inclusive of all required endorsements) with original signatures or computer generated signature deemed original by the issuing title company. Seller shall, at its own expense, (i) prepare an individual Assignment of Mortgage for each Mortgage Loan not originated on MERS to Purchaser in a form acceptable under state or federal law and FNMA requirements, and satisfactory to Purchaser, and (ii) initiate an electronic transmission to MERS designating the Purchaser as the Investor, the Custodian as custodian, and no Person shall be listed as Interim Funder with respect to any Mortgage Loan registered with MERS as of the Closing Date. In addition, on or prior to the related Closing Date, Seller shall provide the Custodian and the Purchaser with a MERS Report listing the Purchaser as the Investor, the Custodian as custodian and no Person listed as Interim Funder with respect to each MERS Designated Mortgage Loan. To the extent received by it, the Servicer shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two (2) weeks of after their execution, ; provided, however, that the Seller Servicer shall provide the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, with a copy, certified by the Servicer as a true copy copy, of any such document submitted for recordation within two (2) weeks of 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 two (2) weeks following receipt of the original document by the Interim 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 All final documentation required to be delivered by this Subsection 6.03 shall be delivered genuine and free from deficiencies in accordance with the original or copy FNMA Guide and FHLMC guidelines. All deficiencies which the Purchaser gives notice of any document submitted for recordation to the appropriate public recording office is not delivered Seller are to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased cured by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office Seller’s expense within the specified set time period due to a delay caused by the recording office set forth in the applicable jurisdiction; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencethis Agreement.

Appears in 1 contract

Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax)

Delivery of Mortgage Loan Documents. The Seller or Servicer, as applicable, shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 13 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Servicer shall provide to each of the Purchaser and the Custodian a notice containing a list of authorized servicing officers (each, an "Authorized Representative") for the purpose of giving and receiving notices, requests and instructions and delivering certificates and documents in connection with this Agreement. Such notice shall contain the specimen signature for each Authorized Representative. From time to time, the Servicer may, by delivering to the others a revised notice, change the information previously given pursuant to this Section, but each of the parties hereto shall be entitled to rely conclusively on the then current notice until receipt of a superseding notice. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial this Agreement for the related Closing Date, as evidenced by the Trust Receipt and Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the CustodianCustodian shall be paid by the Purchaser. The Seller Servicer shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller Servicer shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 two ninety (290) weeks following receipt days of the original document by the Interim 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 its submission for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencerecordation.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (HSI Asset Loan Obligation Trust 2007-Ar1)

Delivery of Mortgage Loan Documents. The Seller Sellers shall deliver and release to the Custodian no later than ten two (102) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 A hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Sellers shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller Sellers shall or shall cause the Interim Servicer to forward to the Custodian, or after the related Closing Date, to 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 this Agreement within two weeks of their execution, provided, however, that the Seller Sellers shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 or title closing agent to be a true and complete copy of the original within two (2) weeks following receipt ninety days of its submission for recordation. In the original event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following Custodian in the related Closing DateCustodial Agreement, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 90 days following the related Closing DateDate (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank and recorded subsequently by the Purchaser or its designee), and in the event that the applicable 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 shall, upon the request of the Purchaser, be repurchased by the such Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if in the event that such Seller cannot cause the Interim Servicer to deliver such an 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; providedthat (i) the provided that such Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s 's certificate of a servicing officer of the such Seller, confirming that such document has documents have been accepted for recording; provided that, upon request of the Purchaser and (ii) such document is delivered within twelve (12) months delivery by the Purchaser to the Seller of a schedule of the related Closing DateMortgage Loans, such Seller shall reissue and deliver to the Purchaser or its designee said officer's certificate. The Seller Sellers shall pay all initial recording fees, if any, for the Assignments assignments of Mortgage mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s 's designee. The Purchaser or the Purchaser’s 's designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller Sellers for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Assignment and Recognition Agreement (Morgan Stanley Home Equity Loan Trust 2007-2)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or the custodian appointed by the Purchaser the Mortgage Loan Documents, under the bailee agreement in the form of Exhibit 4 attached hereto, no later than ten four (104) Business Days prior to the related Closing Date those or, upon the request of the Purchaser, earlier, if necessary or desirable to facilitate a review. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced the Seller shall, promptly upon receipt thereof and in any case not later than one hundred twenty (120) days from the Closing Date, deliver such original recorded documents to the Purchaser or the appointed custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Initial Certification appropriate recording office). If delivery is not completed within one hundred twenty (120) days of the Custodian related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver such document to Purchaser, or the appointed custodian, 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 form annexed to Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the Custodial Agreementprior 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 comply with the terms use its best efforts to effect delivery of all delayed recorded documents within one hundred eighty (180) days of the Custodial Agreement related Closing Date. If delivery of all Mortgage Loan Documents with respect to any Mortgage Loan is not completed within three hundred sixty (360) days of the related Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03. 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 designee to, give written specification of such defect to the Seller and the Purchaser Seller shall pay all fees and expenses of the Custodiancure or repurchase such Mortgage Loan in accordance with Section 7.03. The Seller shall or shall cause the Interim Servicer to forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks ten (10) Business Days of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two ten (210) weeks following receipt Business Days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceoffice.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Sequoia Mortgage Trust 2011-2)

Delivery of Mortgage Loan Documents. The Pursuant to the Custodial Agreement to be executed among and delivered by the Initial Purchaser, the Custodian and the Seller prior to the Initial Closing Date, the Seller shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Trust Receipt and Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Purchaser shall comply with the terms of be responsible for maintaining the Custodial Agreement and during the Purchaser shall pay all Preliminary Servicing Period. The fees and expenses of the CustodianCustodian during such period shall be paid by the Purchaser. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 two hundred seventy (2270) weeks following receipt days of its submission for recordation. In the event the Seller cannot deliver the original document by the Interim Servicer; provided, however, that such recorded Mortgage or an 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 policy of any document submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following title insurance on the related Closing Date, the related Mortgage Loan Seller shall, promptly upon the request of the Purchaser, be repurchased by the Seller at the price receipt thereof and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall any case not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (ii) such document is delivered within twelve (12) months of later than 180 days from the related Closing Date. The Seller shall pay all initial recording fees, if anydeliver such original recorded Mortgage or original policy of title insurance, 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 Purchaseras applicable, to the Purchaser Custodian. Notwithstanding the foregoing, in the event an original Mortgage is not available or a Mortgage Loan for which the Purchaser’s designee. The Purchaser original Mortgage and/or the original policy of title insurance has not been delivered, becomes subject to a Whole Loan Transfer or a Securitization Transaction and any such transfer requires delivery of such original documents, the Purchaser’s designee Seller shall be responsible for recording the Assignments provide a copy of such Mortgage and shall be reimbursed certified by the Seller for applicable Seller, escrow agent, title insurer or closing attorney to be a true and complete copy of the costs associated therewith pursuant to the preceding sentenceoriginal recorded Mortgage and/or a marked insurance commitment, as applicable, within thirty (30) days of such request.

Appears in 1 contract

Samples: Master Mortgage Loan Purchase and Servicing Agreement (HarborView 2007-7)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten Purchaser or its designee, Xxxxx Fargo Bank, N.A., successor by merger to Norwest Bank Minnesota, N.A., the Mortgage Loan Documents. The Mortgage Loan Documents shall be delivered by the Seller to the Purchaser or its designee, Xxxxx Fargo Bank, N.A., successor by merger to Norwest Bank Minnesota, N.A., at least five (105) Business Days prior to the related Closing Date those 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 Seller may have in its possession, shall be retained by the Servicer in trust for the Purchaser. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by or the Custodial Agreement with respect to each Mortgage Loan set forth original policy of title insurance, including riders and endorsements thereto, on the related Mortgage Loan ScheduleClosing Date. The Custodian On a best efforts basis, the Seller shall certify its receipt deliver all original documents within 90 days of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced but in no event later than 180 days of the Closing Date. 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 Initial Certification of appropriate recording office, Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a Seller's Officer's Certificate. In the Custodian event that documents have not been received by the date specified in the form annexed to Seller's Officer's Certificate, a subsequent Seller's Officer's Certificate shall be delivered by such date specified in the Custodial Agreementprior 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 comply with the terms continue to use commercially reasonable best efforts to effect delivery within 270 days of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the CustodianClosing Date. The Seller shall pay all initial recording fees, for the Assignments of 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. Seller shall prepare, in recordable form, all Assignments of Mortgage or Form UCC-3's for Co-op Loans necessary to assign the Mortgage Loans to Purchaser, or its designee. Seller shall be responsible for recording the Assignments of Mortgage or Form UCC-3's for Co-op Loans. Seller shall provide 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 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 Interim Servicer Seller in the exception report or the certification delivered pursuant to this Section 2.07, and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Seller shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, Section 4.01 or 6.01 in accordance with the XXXXXX MAE Guides; provided, however, that the Seller shall provide the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, with a certified true copy of any such document submitted for recordation within two weeks one week 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 two sixty (260) weeks following receipt days of its submission for recordation. From time to time, in order to fulfill its obligations hereunder, the 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 original document Seller, within ten (10) Business Days, deliver to the Seller, 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 Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the Interim Servicer; providedSeller, howeversuch possession is in trust for the benefit of Purchaser. Seller shall indemnify Purchaser, that such original recorded document 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 certified copy thereof related to the loss, damage, or misplacement of any documentation delivered to 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 Purchaser no later than 180 days following the related Closing Date, unless there has been a delay Custodian at the applicable recording office. If the original or copy of any document submitted for recordation following addressee: Xxxxx Fargo Bank, N.A., successor by merger to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing DateNorwest Bank Minnesota, the related Mortgage Loan shallN.A., upon the request of the Purchaser000 Xxxxxx Xxxxxx, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) the Seller shall instead deliver a recording receipt of such recording office orXxxxxxxxxxx, 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceXX 00000.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Structured Asset Securities Corp)

Delivery of Mortgage Loan Documents. The (a) Each Seller shall, or shall cause the party in possession of each Mortgage Loan File to, deliver pursuant to the terms of a bailee letter mutually agreed to by the Sellers and the Purchaser, the respective Mortgage Loan Documents for each related Mortgage Loan to the related bailee on or prior to the Closing Date. In the event that any of the Mortgage Loan Documents are not delivered pursuant to the foregoing sentence and such delivery failure materially and adversely affects the value of the affected Mortgage Loan (a “Delivery Failure”), the applicable Seller shall deliver and release such missing document(s) to the Custodian no later than ten Purchaser within one hundred and eighty (10180) Business Days prior days after its receipt of a written request from the Purchaser to such effect; provided, that Purchaser shall not deliver any such written request after the date that occurs two hundred and seventy (270) days following the Closing Date. If any such missing Mortgage Loan Document is not delivered to Purchaser within the one hundred and eighty (180) day period specified in the foregoing sentence, the applicable Seller shall, at its sole discretion, either, (i) promptly repurchase the affected Mortgage Loan at the Repurchase Price pursuant to and subject to the provisions set forth in Section 3.04 or (ii) reimburse to the Purchaser an amount equal to the mutually agreed to reduction in value of the affected Mortgage Loan based upon the Delivery Failure, which in no event shall exceed the lesser of (x) the applicable Repurchase Price and (y) the related Closing Date those Purchase Price. In the event that the applicable Seller elects the option described in clause (ii) in the immediately preceding sentence, the Seller and the Purchaser shall promptly negotiate in good faith to reach a mutual agreement with respect to the applicable reimbursement amount; provided, that if Purchaser and the applicable Seller are unable to mutually agree upon a permanent reduction in value of the affected Mortgage Loan caused by the Delivery Failure of such Mortgage Loan Document within the one hundred and eighty (180) day period specified in the foregoing sentence, then the applicable Seller shall promptly repurchase the affected Mortgage Loan at the applicable Repurchase Price pursuant to and subject to the provisions set forth in Section 3.04. For the avoidance of doubt, the terms of this Section 2.04 only apply to Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect related to each a Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all if such Mortgage Loan Documents required to be delivered pursuant to are both (x) of a type described in Exhibit D and (y) identified on the Custodial Agreement Document Inventory Report or Exhibit K for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreementsuch Mortgage Loan. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer this Section 2.04 do not apply to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person Document identified as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.missing on Exhibit G.

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement (HSBC Finance Corp)

Delivery of Mortgage Loan Documents. The Seller Sellers shall deliver and release to the Custodian no later than ten three (103) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 A hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Sellers shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller Sellers shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller Sellers shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two one hundred twenty (2120) weeks following receipt days of its submission for recordation. In the original event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to be delivered to the Purchaser no later than 180 days following Custodian in the related Closing DateCustodial Agreement, unless there has been a delay at the applicable recording office. If the including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 one hundred twenty (120) days following the related Closing DateDate (other than with respect to the Assignments of Mortgage which, for any Mortgage Loans not registered on MERS, shall be delivered to the Custodian in blank and recorded subsequently by the Purchaser or its designee), and in the event that the applicable 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 shall, upon the request of the Purchaser, be repurchased by the such Seller at the price and in the manner specified in Subsection Section 9.03. The foregoing repurchase obligation shall not apply if in the event that such Seller cannot cause the Interim Servicer to deliver such an 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; providedthat (i) the provided that such Seller shall instead deliver a recording receipt of such recording office or, if such recording receipt is not available, an officer’s 's certificate of a servicing an officer of the such Seller, confirming that such document has documents have been accepted for recording; provided that, upon request of the Purchaser and (ii) delivery by the Purchaser to such Seller of a schedule of the related Mortgage Loans, the applicable Seller shall reissue and deliver to the Purchaser or its designee said officer's certificate. At the Purchaser's discretion the Sellers may provide a court certified copy of such document is delivered in place of an original copy if such original has not been returned within twelve one hundred eighty (12180) months days of the related Closing Date. The Seller Sellers shall pay all initial recording fees, if any, for the Assignments assignments of Mortgage mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s 's designee. The For any Mortgage Loans not registered on MERS, the Purchaser or the Purchaser’s 's designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the applicable Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (EquiFirst Loan Securitization Trust 2007-1)

Delivery of Mortgage Loan Documents. The (a) Each Seller shall, or shall cause the party in possession of each Mortgage Loan File to, deliver pursuant to the terms of a bailee letter mutually agreed to by the Sellers and the Purchaser, the respective Mortgage Loan Documents for each related Mortgage Loan to the related bailee on or prior to the Closing Date. In the event that any of the Mortgage Loan Documents are not delivered pursuant to the foregoing sentence and such delivery failure materially and adversely affects the value of the affected Mortgage Loan or Purchaser’s interest therein (a “Delivery Failure”), the Seller shall deliver and release such missing document(s) to the Custodian no later than ten Purchaser within one hundred and twenty (10120) Business Days prior days after its receipt of a written request from the Purchaser to such effect; provided, that Purchaser shall not deliver any such written request after the date that occurs one hundred and thirty-five (135) days following the Closing Date. If any such missing Mortgage Loan Document is not delivered to Purchaser within the one hundred and twenty (120) day period specified in the foregoing sentence, the Seller shall, at its sole discretion, either, (i) promptly repurchase the affected Mortgage Loan at the Repurchase Price pursuant to and subject to the provisions set forth in Section 3.04 or (ii) reimburse to the Purchaser an amount equal to the mutually agreed to reduction in value of the affected Mortgage Loan based upon the Delivery Failure, which in no event shall exceed the lesser of (x) the applicable Repurchase Price and (y) the related Closing Date those Purchase Price. In the event that the applicable Seller elects the option described in clause (ii) in the immediately preceding sentence, the Seller and the Purchaser shall promptly negotiate in good faith to reach a mutual agreement with respect to the applicable reimbursement amount; provided, that if Purchaser and the applicable Seller are unable to mutually agree upon a permanent reduction in value of the affected Mortgage Loan caused by the Delivery Failure of such Mortgage Loan Document within the one hundred and twenty (120) day period specified in the foregoing sentence, then the applicable Seller shall promptly (i) repurchase the affected Mortgage Loan at the applicable Repurchase Price pursuant to and subject to the provisions set forth in Section 3.04 or (ii) refer the issue to arbitration pursuant to the provisions set for in Section 3.05(i). For the avoidance of doubt, the terms of this Section 2.04 only apply to Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect related to each a Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all if such Mortgage Loan Documents required to be delivered pursuant to are both (x) of a type described in Exhibit D and (y) identified on the Custodial Agreement Document Inventory Report or Exhibit K for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreementsuch Mortgage Loan. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer this Section 2.04 do not apply to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person Document identified as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.missing on Exhibit G.

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement (HSBC Finance Corp)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian Purchaser or the custodian appointed by the Purchaser the Mortgage Loan Documents no later than ten four (104) Business Days prior to the related Closing Date those or, upon the request of the Purchaser, earlier, if necessary or desirable to facilitate a review. If the Seller cannot deliver the original recorded Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced 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 the Purchaser or the appointed custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the Initial Certification appropriate recording office). If delivery is not completed within 120 days of the Custodian related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver such document to Purchaser, or the appointed custodian, 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 form annexed to Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the Custodial Agreementprior 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 comply with the terms use its best efforts to effect delivery of all delayed recorded documents within 180 days of the Custodial Agreement and the Purchaser shall pay related Closing Date. If delivery of all fees and expenses Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the Custodianrelated Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03. The Seller shall or shall cause the Interim Servicer to forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks one week of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, execution and shall promptly 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 two five (25) weeks following receipt days of the original document by the Interim 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 its return from the appropriate public recording office is not delivered to the Purchaser or its designee within 180 office. Subsection 6.04 Helping Families Act Notice Within thirty (30) days following the related Closing DateDate in respect of a Mortgage Loan, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) the Seller shall instead deliver a recording receipt furnish to the borrower of such recording office orMortgage Loan the notice required by, if such recording receipt is not availableand in accordance with, an officer’s certificate of a servicing officer Section 404 of the SellerHelping Families Act. In addition, confirming that such document has been accepted for recording, and (ii) such document is delivered within twelve (12) months in connection with any Securitization Transaction with respect to any of the related Closing Date. The Mortgage Loans, the Seller shall pay all initial recording feesfurnish to each related borrower, if anywithin thirty (30) days following the closing date with respect to such Securitization Transaction, for a notice with respect to such assignment substantially in the Assignments form of Exhibit 8 attached hereto (using information provided to Seller by Purchaser), which notice shall identify the Securitization Transaction trust as the new owner of the Mortgage Loan and include any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed information required by the Seller for the costs associated therewith pursuant to the preceding sentenceHelping Families Act. 19 SECTION 7.

Appears in 1 contract

Samples: Flow Mortgage Loan Sale and Servicing Agreement

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten Purchaser or its designee, LaSalle Bank, National Association the Mortgage Loan Documents. The Mortgage Loan Documents shall be delivered by the Seller to the Purchaser or its designee, LaSalle Bank, National Association, at least five (105) Business Days prior to the related Closing Date those 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 Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian that Seller may have in its possession, shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for Custodian within 90 days from the related Closing Date. On a best efforts basis, the Seller shall deliver all original documents within 90 days of the Closing Date, as evidenced but in no event later than 180 days of the Closing Date. 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 Initial Certification of appropriate recording office, Seller shall deliver such document to Purchaser, or its designee, within such time period as specified in a Seller's Officer's Certificate. In the Custodian event that documents have not been received by the date specified in the form annexed to Seller's Officer's Certificate, a subsequent Seller's Officer's Certificate shall be delivered by such date specified in the Custodial Agreementprior 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 comply with the terms continue to use commercially reasonable best efforts to effect delivery within 270 days of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the CustodianClosing Date. The Seller shall pay all initial recording fees, for the Assignments of 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. Seller shall prepare, in recordable form, all Assignments of Mortgage or Form UCC-3's for Co-op Loans necessary to assign the Mortgage Loans to Purchaser, or its designee. Seller shall be responsible for recording the Assignments of Mortgage or Form UCC-3's for Co-op Loans. Seller shall provide 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 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 Interim Servicer Seller in the exception report or the certification delivered pursuant to this Section 2.07, and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 3.03. The Seller shall forward to the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, Section 4.01 or 6.01 in accordance with the XXXXXX MAE Guides; provided, however, that the Seller shall provide the CustodianPurchaser, or to such other Person as the Purchaser shall designate in writingits designee, with a certified true copy of any such document submitted for recordation within two weeks one week 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 two sixty (260) weeks following receipt days of its submission for recordation. From time to time, in order to fulfill its obligations hereunder, the 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 original document Seller, within ten (10) Business Days, deliver to the Seller, 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 Seller no longer requires possession of the document, and provided that during the time that any such documentation is held by the Interim Servicer; providedSeller, howeversuch possession is in trust for the benefit of Purchaser. Seller shall indemnify Purchaser, that such original recorded document 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 certified copy thereof related to the loss, damage, or misplacement of any documentation delivered to 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 Purchaser no later than 180 Custodian. With respect to the Mortgage Loan Documents listed as items 2, 3, 5 and 6 on Exhibit A attached hereto (the "Remaining Mortgage Loan Documents"), Seller shall deliver such documents to the Custodian within 90 days following from the related Closing Date. In the event that Seller fails to deliver the Remaining Mortgage Loan Documents within the time frame specified above, unless there has been a delay the Seller shall, at the applicable recording officePurchaser's option, upon written notice from the Purchaser, repurchase any such Mortgage Loan. If Upon reconstitution of the original Mortgage Loans as outlined Article 11, should Purchaser or copy any other party require possession of any document submitted for recordation the Remaining Mortgage Loan Documents, Seller shall promptly deliver such Remaining Mortgage Loan Documents to the appropriate public recording office party requesting such documents or to the Custodian, as the case may be. Seller represents and warrants that it is not delivered to in possession of all the Remaining Mortgage Loan Documents for each Mortgage Loan in this Purchase Transaction, and will indemnify the Purchaser or its designee within 180 days following successors and assigns for any losses incurred as a result of the related Closing DateSeller not having complete, the related original Remaining Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencedocuments.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Structured Asset Securities Corp Mortgage Pass-Through Certificates, Series 2005-11h)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release to the Custodian no later than ten two (102) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 A hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial AgreementCustodian. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt one hundred twenty days of its submission for recordation. In the original event any document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall required to 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 Custodian pursuant to this Agreement including an original or copy of any document submitted for recordation to the appropriate public recording office office, is not so delivered to the Custodian, or to such other Person as the Purchaser or its designee shall designate in writing, within 180 120 days following the related Closing DateDate (other than with respect to the Assignments of Mortgage which shall be delivered to the Custodian in blank and recorded subsequently by the Purchaser or its designee), 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 shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if in the event that the Seller cannot cause the Interim Servicer to deliver such an 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; providedthat (i) 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 documents have been accepted for recording; provided that, upon request of the Purchaser and (ii) such document is delivered within twelve (12) months delivery by the Purchaser to the Seller of a schedule of the related Closing DateMortgage Loans, the Seller shall reissue and deliver to the Purchaser or its designee said officer’s certificate. The Seller shall pay all initial recording fees, if any, for the Assignments assignments of Mortgage mortgage and any other fees or costs in transferring all original documents to the Custodian or, upon written request of the Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley ABS Capital I Inc. Trust 2006-He7)

Delivery of Mortgage Loan Documents. The Seller or Servicer, as applicable, shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 13 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Servicer shall provide to each of the Purchaser and the Custodian a notice containing a list of authorized servicing officers (each, an “Authorized Representative”) for the purpose of giving and receiving notices, requests and instructions and delivering certificates and documents in connection with this Agreement. Such notice shall contain the specimen signature for each Authorized Representative. From time to time, the Servicer may, by delivering to the others a revised notice, change the information previously given pursuant to this Section, but each of the parties hereto shall be entitled to rely conclusively on the then current notice until receipt of a superseding notice. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial this Agreement for the related Closing Date, as evidenced by the Trust Receipt and Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller Servicer shall comply with the terms of be responsible for maintaining the Custodial Agreement and during the Purchaser shall pay all Interim Servicing Period. The fees and expenses of the CustodianCustodian during such period shall be paid by the Seller. The Seller Servicer shall or shall cause the Interim Servicer to forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller Servicer shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 two ninety (290) weeks following receipt days of the original document by the Interim 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 its submission for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentencerecordation.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (Hsi Asset Securitization Corp)

Delivery of Mortgage Loan Documents. The In connection with such transfer and assignment, the Sellers do hereby deliver to, and deposit with, the Purchaser or the Purchaser's designee, the documents or instruments set forth in Section 2.01 of the Pooling and Servicing Agreement. In instances where an original recorded Mortgage or power of attorney cannot be delivered by a Seller shall deliver and release to the Custodian no later than ten (10) Business Days Purchaser prior to or concurrently with the execution and delivery of this Agreement, due to a delay in connection with the recording of such Mortgage, such Seller may, (a) in lieu of delivering such original recorded Mortgage or power of attorney referred to in clause (ii) of Section 2.01 of the Pooling and Servicing Agreement, deliver to the Purchaser a copy thereof, provided that such Seller certifies that the original Mortgage has been delivered to a title insurance company for recordation after receipt of its policy of title insurance or binder therefor (which may be a certificate relating to a master policy of title insurance), and (b) in lieu of delivering the completed assignment in recordable form referred to in clause (iii) of Section 2.01 of the Pooling and Servicing Agreement to the Purchaser, deliver such assignment to the Purchaser completed except for recording information. In all such instances, such Seller will deliver the original recorded Mortgage and completed assignment (if applicable) to the Purchaser promptly upon receipt of such Mortgage. In instances where an original recorded Mortgage has been lost or misplaced, such Seller or the related Closing Date those title insurance company may deliver, in lieu of such Mortgage, a copy of such Mortgage bearing recordation information and certified as true and correct by the office in which recordation thereof was made. In instances where the original or a copy of the title insurance policy referred to in clause (v) of Section 2.01 of the Pooling and Servicing Agreement (which may be a certificate relating to a master policy of title insurance) pertaining to the Mortgaged Property relating to a Mortgage Loan Documents set forth on Exhibit A-1 hereto as required cannot be delivered by such Seller to the Custodial Purchaser prior to or concurrently with the execution and delivery of this Agreement because such policy is not yet available, such Seller may, in lieu of delivering the original or a copy of such title insurance, deliver to the Purchaser a binder with respect to such policy (which may be a certificate relating to a master policy of title insurance) and deliver the original or a copy of such policy (which may be a certificate relating to a master policy of title insurance) to the Purchaser within 270 days of the Closing Date. In instances where an original assumption, modification or buydown agreement cannot be delivered by such Seller to the Purchaser prior to or concurrently with the execution and delivery of this Agreement, such Seller may, in lieu of delivering the original of such agreement, deliver a certified copy thereof. To the extent not already recorded, the Sellers shall promptly (and in no event later than five Business Days following the later of the Closing Date and the date of receipt by a Seller of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to the trust fund, in the appropriate public office for real property records, each Mortgage Loan set forth on Assignment delivered to it pursuant to Section 2.01(I)(iii) of the related Mortgage Loan SchedulePooling and Servicing Agreement. The Custodian In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the applicable Seller shall certify its receipt promptly prepare or cause to be prepared a substitute Assignment or cure or cause to be cured such defect, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, for administrative convenience and facilitation of all such Mortgage Loan Documents servicing and to reduce closing costs, the Assignments shall not be required to be delivered pursuant submitted for recording (except with respect to any Mortgage Loan located in Florida and Maryland) unless such failure to record would result in a withdrawal or a downgrading by any Rating Agency of the rating on any Class of Certificates; provided, however, the Sellers shall submit each Assignment for recording, at no expense to the Custodial Trust Fund or Trustee, upon the earliest to occur of: (i) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (ii) the occurrence of a Master Servicer Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the applicable Seller, (iv) the occurrence of a servicing transfer as described in Section 7.02 of the Pooling and Servicing Agreement for and (v) with respect to any one Assignment the occurrence of a foreclosure relating to the Mortgagor under the related Closing Mortgage. With respect to a maximum of approximately 1.00% of the Original Mortgage Loans, by outstanding principal balance of the Original Mortgage Loans as of the Cut-off Date, as evidenced by if any original Mortgage Note referred to in the Initial Certification Pooling and Servicing Agreement cannot be located, the obligations of the Custodian in the form annexed Sellers to deliver such documents shall be deemed to be satisfied upon delivery to the Custodial AgreementPurchaser of a photocopy of such Mortgage Note, if available, with a lost note affidavit. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Purchaser is subsequently located, such original Mortgage Note shall be delivered to the Trustee within three Business Days. The Seller Sellers shall comply with the terms of the Custodial Agreement and deliver or cause to be delivered to the Purchaser shall pay all fees and expenses promptly upon receipt thereof any other original documents constituting a part of the Custodian. The Seller shall or shall cause the Interim Servicer a Mortgage File received with respect to forward to the Custodianany Mortgage Loan, or to such other Person as the Purchaser shall designate in writingincluding, but not limited to, any original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two weeks of its execution, and shall promptly provide the Loan. All 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 two (2) weeks following receipt of the original document by the Interim Servicer; provided, however, that such original recorded document or certified copy thereof shall be delivered documents relating 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 Mortgage Loans that are not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage are and shall be reimbursed held by or on behalf of the Seller Sellers in trust for the costs associated therewith benefit of the Trustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the preceding sentenceterms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Purchaser. Any such original document delivered to or held by the Purchaser that is not required pursuant to the terms of this Section to be a part of a Mortgage File, shall be delivered promptly to the applicable Seller.

Appears in 1 contract

Samples: Distribution Instructions (Citigroup Mortgage Loan Trust Inc Series 2004-Ust1)

Delivery of Mortgage Loan Documents. The Seller shall deliver and release Mortgage Loan Documents, identified as items 1 through 4 on Exhibit B to the Custodian no later than ten Agreement, will be transferred to Wxxxx Fargo Bank, N.A., successor by merger to Wxxxx Fargo Bank Minnesota, N.A. (10the "Custodian") Business Days within five (5) business days prior to the related Closing Date those Date. Such Mortgage Loan Documents set forth will be held and administered pursuant to a custodial agreement (the "Custodial Agreement"). The Purchaser shall be responsible for paying all expenses of the Custodian in connection with the Custodian's initial certification (the "Initial Certification") on Exhibit A-1 hereto as required by such Mortgage Loan Documents. The Purchaser will also be responsible for paying all ongoing fees of the Custodial Agreement with respect to Custodian. The Mortgage Note for each Mortgage Loan set forth shall be endorsed in blank and the Assignment of Mortgage for each Mortgage Loan shall be assigned in blank, unless designated otherwise by the Purchaser. The Purchaser has no obligation to purchase any Mortgage Loan which contains missing documents that could affect the enforceability on the related Mortgage Loan ScheduleLoans. The Custodian shall certify its Prior to Company’s receipt of all such Mortgage Loan Documents required the Purchase Price or Adjusted Purchase Price, the Purchaser shall cause the Custodian to be delivered act as bailee for the sole and exclusive benefit of the Company pursuant to the Custodial Agreement for the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 act only in accordance with this Agreement within two weeks Company’s instructions. Upon the Company’s receipt of their executionthe Purchase Price or Adjusted Purchase Price, provided, however, that the Seller Company shall provide notification to the Custodian, Custodian to release ownership of the Mortgage Loan Documents specified above to the Purchaser. Such notification shall be in a form of a written notice by facsimile or to such other Person as the Purchaser shall designate in writingelectronic media, with a certified true copy sent to the Purchaser. Subsequent to such release, such Mortgage Loan Documents shall be retained by the Custodian for the benefit of any such document submitted the Purchaser. All Mortgage Loan Documents related to Mortgage Loans not purchased by the Purchaser on the Closing Date shall be maintained by the Custodian for recordation within two weeks the benefit of its execution, the Company and shall promptly provide be returned to 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 Company within two (2) weeks following receipt of Business Days after the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Mortgage Loan Sale and Assignment Agreement (Sasco 2006-Wf1)

Delivery of Mortgage Loan Documents. (a) The Seller shall release to the Purchaser or its designee the Mortgage Loan Documents on the Closing Date upon its receipt of the Purchase Price, in accordance with a mutually acceptable bailment agreement. The Seller shall deliver and release any document required to be delivered to the Custodian no later than ten under this Agreement or cure any deficiency within forty-five (1045) Business Days days after the related Closing Date. In the event that Seller does not deliver the missing document or cure the related deficiency within such 45-day period, the Seller, upon written demand of the Purchaser, shall repurchase the related Mortgage Loan at the Repurchase Price within fifteen (15) days following Purchaser’s Request in accordance with the provisions of Section 7.03. Notwithstanding anything to the contrary herein, if in connection with any Mortgage Loan, the Seller cannot deliver or cause to be delivered an original Mortgage Loan Document with evidence of recording thereon on or prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required because of a delay caused by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. The Custodian shall certify its receipt of all public recording office where such Mortgage Loan Documents Document has been delivered for recordation or because such public recording office retains the original recorded Mortgage Loan Document, Seller shall (i) provide to Purchaser a certified copy of such Mortgage Loan Document, and (ii) when the original Mortgage Loan Document becomes available, promptly deliver to Purchaser the original of such Mortgage Loan Document, with evidence of recording thereon, and if such public recording office retains the original recorded Mortgage Loan Document, Seller shall deliver or cause to be delivered to Purchaser a certified copy of such Mortgage Loan Document along with evidence of its submission for recording. Notwithstanding anything to the contrary herein, if the delivery of any Mortgage Loan Document required to be delivered pursuant to the Custodial Agreement for recorded is not completed within one hundred eighty (180) days of the related Closing Date, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within 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 two (2) weeks following receipt of the original document by the Interim 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shallthen Seller, upon the request written demand of the Purchaser, be repurchased by shall repurchase the Seller affected Mortgage Loan at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim Servicer to deliver such original or copy of any document submitted for recordation to the appropriate public recording office Repurchase Price within the specified period due to a delay caused by the recording office in the applicable jurisdiction; providedthat fifteen (i15) 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 (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 Purchaser, to the Purchaser or the days following Purchaser’s designee. The Purchaser or request in accordance with the Purchaser’s designee shall be responsible for recording the Assignments provisions of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceSection 7.03.

Appears in 1 contract

Samples: Mortgage Loan Purchase and Sale Agreement (Angel Oak Mortgage, Inc.)

Delivery of Mortgage Loan Documents. The Seller or Servicer, as applicable, shall from time to time in connection with each Closing Date, at least five (5) Business Days prior to such Closing Date, deliver and release to the Custodian no later than ten (10) Business Days prior to the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 13 hereto as required by the Custodial Agreement with respect to each Mortgage Loan to be purchased and sold on the related Closing Date and set forth on the related Mortgage Loan ScheduleSchedule delivered with such Mortgage Loan Documents. The Seller or Servicer, as applicable, shall provide the Purchaser, or its designee, with a copy, certified by the Seller or Servicer, as applicable, to be a true and complete copy of any original document submitted for recordation on or before the fifth Business Day prior to the related Closing Date. If the original or copy of any document submitted for recordation to the appropriate recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date due to a delay at the applicable recording office, the Seller, or Servicer, as applicable, shall deliver to the Purchaser an officer's written certification certifying that the delay in delivering the original recorded document to the Purchaser is due to delays at the applicable recording office and that the Seller or Servicer shall deliver the original recorded documents no later than twelve (12) months after the related Closing Date. The Interim Servicer shall provide to each of the Purchaser and the Custodian a notice containing a list of authorized servicing officers (each, an "Authorized Representative") for the purpose of giving and receiving notices, requests and instructions and delivering certificates and documents in connection with this Agreement. Such notice shall contain the specimen signature for each Authorized Representative. From time to time, the Interim Servicer may, by delivering to the others a revised notice, change the information previously given pursuant to this Section, but each of the parties hereto shall be entitled to rely conclusively on the then current notice until receipt of a superseding notice. The Custodian shall certify its receipt of all such Mortgage Loan Documents required to be delivered pursuant to the Custodial this Agreement for the related Closing Date, as evidenced by the Trust Receipt and Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Seller shall comply with the terms of the Custodial Agreement and the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to shall forward to the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement within two weeks of their execution, provided, however, that the Seller Interim Servicer shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, Custodian with a certified true copy of any such document submitted for recordation within 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 ninety days of its submission for recordation. In the event the Seller or Servicer, as applicable, does not comply with the delivery requirements set forth in this Subsection 6.03 and such noncompliance materially and adversely affects the Purchaser's interest in the Mortgage Loan, the Purchaser shall notify the Seller or Servicer, as applicable, of such noncompliance, and the Seller or Servicer, as applicable, shall correct or cure the related omission or defect within thirty (30) days of the receipt of such notice. If the Seller or Servicer, as applicable, does not correct or cure such material and adverse omission or defect within such period, then the Seller or Servicer, as applicable, shall repurchase such Mortgage Loan from the Purchaser within two (2) weeks following receipt Business Days after the expiration of the original document by the Interim 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 thirty (30) day period 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 designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentenceRepurchase Price.

Appears in 1 contract

Samples: Assignment, Assumption and Recognition Agreement (HSI Asset Loan Obligation Trust 2006-2)

Delivery of Mortgage Loan Documents. The On the Business Day prior to each Closing Date, the Seller shall deliver and release to the Custodian no later than ten (10) Business Days prior to Purchaser the related Closing Date those Mortgage Loan Documents set forth on Exhibit A-1 hereto as required by the Custodial Agreement with respect to each Mortgage Loan set forth on the related Mortgage Loan Schedule. In addition, in connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will cause, at the Seller’s expense, the MERS System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser in accordance with this Agreement (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) by including in such computer files the information required by the MERS System to identify the Purchaser and the series in which such Mortgage Loans were sold. The Custodian shall certify its receipt Seller further agrees that it will not alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of all this Agreement unless and until such Mortgage Loan Documents required to be delivered is repurchased in accordance with the terms of this Agreement. If pursuant to the Custodial Agreement for foregoing provisions the Seller repurchases a Mortgage Loan that is a MERS Mortgage Loan, the Seller shall either (i) cause MERS to execute and deliver an Assignment of Mortgage in recordable form to transfer the Mortgage from MERS to the Seller and shall cause such Mortgage to be removed from registration on the MERS System in accordance with MERS’ rules and regulations or (ii) cause MERS to designate on the MERS System the Seller or its designee as the beneficial holder of such Mortgage Loan. In the event that any of the documents listed in paragraph 3 to 7, inclusive, of Exhibit 5 attached hereto have not been delivered and released to the Purchaser or its designee (the "Missing Documents") by the Closing Date, then the Seller shall use its best efforts to deliver the recordable Missing Documents to the Purchaser or its designee within one hundred and eighty (180) days following the related Closing Date and non-recordable Missing Documents within ninety (90) days of the related Closing Date. After the Seller concludes that it will not be able to deliver the Missing Documents to the Purchaser or its designee due to (i) the failure of the applicable recorder’s office to return a Missing Document that was sent for recording or (ii) the failure of the title insurer to issue and deliver the original mortgagee title policy, as evidenced except where such refusal to issue the policy is based on a claim that the title insurer is under no obligation to issue such policy, but in no event later than three hundred and sixty (360) days following the related Closing Date for Missing Documents (unless an extension of time is consented to by the Initial Certification of Purchaser in its reasonable discretion), the Custodian Seller shall notify the Purchaser and upon written request from the Purchaser the related Mortgage Loan shall be repurchased by the Seller at the price and in the form annexed to the Custodial Agreementmanner specified in Subsection 7.03. The Seller shall comply with the terms of the Custodial Agreement and forward by personal delivery, recognized overnight delivery service or registered or certified first class mail, postage prepaid, return receipt requested to the Purchaser shall pay all fees and expenses of the Custodian. The Seller shall or shall cause the Interim Servicer to forward to the Custodian, or to 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 this Agreement within two (2) weeks of their execution, provided, however, that the Seller shall provide the Custodian, or to such other Person as the Purchaser shall designate in writing, with a certified true copy of any such document submitted for recordation within two (2) 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 two (2) weeks following promptly upon receipt of the original document by the Interim Servicer; providedsame, however, that such original recorded document or certified copy thereof shall be delivered to the Purchaser but in no event later than 180 one hundred eighty (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 after such document was submitted for recordation to the appropriate public recording office is not delivered to the Purchaser or its designee within 180 days following the related Closing Date, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at the price and in the manner specified in Subsection 9.03. The foregoing repurchase obligation shall not apply if the Seller cannot cause the Interim 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; providedthat (i) 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 (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 Purchaser, to the Purchaser or the Purchaser’s designee. The Purchaser or the Purchaser’s designee shall be responsible for recording the Assignments of Mortgage and shall be reimbursed by the Seller for the costs associated therewith pursuant to the preceding sentence.

Appears in 1 contract

Samples: Master Mortgage Loan Purchase and Servicing Agreement

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