Documents, Records and Funds in Possession of the Master Servicer to be Held for the Trustee. The Master Servicer shall account fully to the Trustee for any funds it receives or otherwise collects as Liquidation Proceeds or Insurance Proceeds in respect of any Mortgage Loan. All Mortgage Files and funds collected or held by, or under the control of, the Master Servicer in respect of any Mortgage Loans, whether from the collection of principal and interest payments or from Liquidation Proceeds, including any funds on deposit in the Certificate Account, shall be held by the Master Servicer for and on behalf of the Trustee and shall be and remain the sole and exclusive property of the Trustee, subject to the applicable provisions of this Agreement. The Master Servicer also agrees that it shall not create, incur or subject any Mortgage File or any funds that are deposited in the Certificate Account, the Collection Account, Distribution Account, or any Escrow Account, or any funds that otherwise are or may become due or payable to the Trustee for the benefit of the Certificateholders, to any claim, lien, security interest, judgment, levy, writ of attachment, or other encumbrance, or assert by legal action or otherwise any claim or right of setoff against any Mortgage File or any funds collected on, or in connection with, a Mortgage Loan, except, however, that the Master Servicer shall be entitled to set off against and deduct from any such funds any amounts that are properly due and payable to the Master Servicer under this Agreement.
Documents, Records and Funds in Possession of Servicer to be Held for the Trustee. All Mortgage Files and funds collected or held by, or under the control of, the Servicer in respect of any Mortgage Loans, whether from the collection of principal and interest payments or from Liquidation Proceeds, including but not limited to, any funds on deposit in the Collection Account, shall be held by the Servicer for and on behalf of the Trustee and shall be and remain the sole and exclusive property of the Trustee, subject to the applicable provisions of this Agreement. The Servicer also agrees that it shall not create, incur or subject any Mortgage File or any funds that are deposited in the Collection Account or Certificate Account or in any Escrow Account, or any funds that otherwise are or may become due or payable to the Trustee for the benefit of the Certificateholders, to any claim, lien, security interest, judgment, levy, writ of attachment or other encumbrance, or assert by legal action or otherwise any claim or right of set off against any Mortgage File or any funds collected on, or in connection with, a Mortgage Loan, except, however, that the Servicer shall be entitled to set off against and deduct from any such funds any amounts that are properly due and payable to the Servicer under this Agreement.
Documents, Records and Funds in Possession of Master Servicer and the Custodians to Be Held for the Trustee. Notwithstanding any other provisions of this Agreement, the Master Servicer shall forward to the related Custodian with an instruction to, and the related Custodian shall, place within the Mortgage File and the Master Servicer shall cause each Servicer to transmit to the related Custodian as required by this Agreement and the related Servicing Agreement all documents and instruments in respect of a Mortgage Loan coming into the possession of the Master Servicer or related Servicer from time to time and shall account fully to the Trustee for any funds received by the Master Servicer or related Servicer or which otherwise are collected by the Master Servicer, or related Servicer as Liquidation Proceeds or Insurance Proceeds in respect of any Mortgage Loan. All Mortgage Files and funds collected or held by, or under the control of, the Master Servicer, the related Servicer or the related Custodian in respect of any Mortgage Loans, whether from the collection of principal and interest payments or from Liquidation Proceeds, including but not limited to, any funds on deposit in the Collection Account or any Protected Account, shall be held by the Master Servicer, the related Servicer or the related Custodian for and on behalf of the Trustee and shall be and remain the sole and exclusive property of the Trust, subject to the applicable provisions of this Agreement and the related Servicing Agreement. Each of the Master Servicer and the Custodians also agrees that it shall not create, incur or subject any Mortgage File or any funds that are deposited in the Collection Account, Distribution Account or any Escrow Account, or any funds that otherwise are or may become due or payable to the Trustee for the benefit of the Certificateholders, to any claim, lien, security interest, judgment, levy, writ of attachment or other encumbrance, or assert by legal action or otherwise any claim or right of setoff against any Mortgage File or any funds collected on, or in connection with, a Mortgage Loan, except, however, that the Master Servicer shall be entitled to set off against and deduct from any such funds any amounts that are properly due and payable to the Master Servicer under this Agreement.
Documents, Records and Funds in Possession of Subservicer to be Held for the Trustee. All Mortgage Files and funds collected or held by, or under the control of, the Subservicer in respect of any Mortgage Loans, whether from the collection of principal and interest payments or from Liquidation Proceeds, including but not limited to, any funds on deposit in the Collection Account, shall be held by the Subservicer for and on behalf of the Trustee and shall be and remain the sole and exclusive property of the Trustee, subject to the applicable provisions of this Agreement. The Subservicer also agrees that it shall not create, incur or subject any Mortgage File or any funds that are deposited in the Collection Account, the Certificate Account or Distribution Account or in any Escrow Account (as defined in Section 3.06), or any funds that otherwise are or may become due or payable to the Trustee for the benefit of the Certificateholders, to any claim, lien, security interest, judgment, levy, writ of attachment or other encumbrance, or assert by legal action or otherwise any claim or right of set off against any Mortgage File or any funds collected on, or in connection with, a Mortgage Loan, except, however, that the Subservicer shall be entitled to set off against and deduct from any such funds any amounts that are properly due and payable to the Subservicer under this Agreement.
Documents, Records and Funds in Possession of the Servicer to be Held for the Trustee.
Documents, Records and Funds in Possession of Master Servicer to be -------------------------------------------------------------------- Held for the Trustee................................................................III-14 -------------------- SECTION
Documents, Records and Funds in Possession of the Servicer to be Held for the Trustee. 81 SECTION 3.15 Servicing Fee. 82
Documents, Records and Funds in Possession. Of Master Servicer To Be Held For Trust.
Documents, Records and Funds in Possession of Master Servicer To Be Held for Issuer and Indenture Trustee 17 Section 3.09 Standard Hazard Insurance and Flood Insurance Policies 18 Section 3.10 Presentment of Claims and Collection of Proceeds 18 Section 3.11 Maintenance of the Primary Mortgage Insurance Policies 18 Section 3.12 Indenture Trustee to Retain Possession of Certain Insurance Policies and Documents 19 Section 3.13 Realization Upon Defaulted Mortgage Loans 19 Section 3.14 Compensation for the Master Servicer 20 Section 3.15 REO Property 20 Section 3.16 Annual Officer’s Certificate as to Compliance 20 Section 3.17 Annual Independent Accountant’s Servicing Report 21 Section 3.18 Reports Filed with Securities and Exchange Commission 21 Section 3.19 The Company 22 Section 3.20 UCC 22 Section 3.21 Optional Purchase of Defaulted Mortgage Loans 22 Section 3.22 Monthly Advances 23 Section 3.23 Compensating Interest Payments 23 ARTICLE IV Accounts Section 4.01 Protected Accounts 24 Section 4.02 Master Servicer Collection Account 25 Section 4.03 Permitted Withdrawals and Transfers from the Master Servicer Collection Account 26 Section 4.04 Payment Account 27 Section 4.05 Permitted Withdrawals and Transfers from the Payment Account 28 ARTICLE V The Master Servicer Section 5.01 Liabilities of the Master Servicer 30 Section 5.02 Merger or Consolidation of the Master Servicer 30 Section 5.03 Indemnification of the Indenture Trustee, Owner Trustee, the Master Servicer and the Securities Administrator 30 Section 5.04 Limitations on Liability of the Master Servicer and Others 31 Section 5.05 Master Servicer Not to Resign 32 Section 5.06 Successor Master Servicer 32 Section 5.07 Sale and Assignment of Master Servicing 32 ARTICLE VI Default
Section 6.01 Master Servicer Events of Default 34 Section 6.02 Indenture Trustee to Act; Appointment of Successor 36 Section 6.03 Notification to Noteholders 37 Section 6.04 Waiver of Defaults 37 ARTICLE VII Miscellaneous Provisions Section 7.01 Amendment 38 Section 7.02 Recordation of Agreement 39 Section 7.03 Governing Law 39 Section 7.04 Notices 39 Section 7.05 Severability of Provisions 40 Section 7.06 Successors and Assigns 40 Section 7.07 Article and Section Headings 40 Section 7.08 Counterparts 40 Section 7.09 Notice to Rating Agencies 40 Section 7.10 Termination 40 Section 7.11 No Petition 41 Section 7.12 No Recourse 41 Section 7.13 Additional Terms Regarding Indenture 41 Exhibit A — Mortgage Loan Schedule Exhibit B — Request for Release of Documents Exhibit C — H...
Documents, Records and Funds in Possession of Master Servicer to Be Held for the Trustee. Section 3.19 Master Servicing Compensation. Section 3.20 Access to Certain Documentation. 83
