Common use of Enforcement of Representations and Warranties Clause in Contracts

Enforcement of Representations and Warranties. The Master Servicer, on behalf of and subject to the direction of the Indenture Trustee, as pledgee of the Mortgage Loans, or the Issuer, shall enforce the representations and warranties of the Seller in Sections 7.01 and 7.02 of the Mortgage Loan Purchase and Servicing Agreement and in Section 2.07(a), and of the Depositor in Sections 2.06(f), 2.06(g) and 2.07(b), as applicable. Upon the discovery by the Depositor, the Master Servicer, the Issuer, the Indenture Trustee or the Custodian of a breach of any of the respective representations and warranties made by the Seller or by the Depositor, that materially and adversely affects the interests of any Securityholder (or upon the occurrence of a Repurchase Event), the Person discovering such breach shall give prompt written notice to the other foregoing Persons and to the Seller or the Depositor, as applicable. The Master Servicer shall promptly demand of the Seller or the Depositor, as applicable, that within 90 days of receipt of notice making such demand it (i) cure such breach in all material respects with respect to a breach by the Seller of its representations and warranties in Sections 7.01 and 7.02 of the Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a), or a breach by the Depositor of its representations and warranties in Sections 2.06(f), 2.06(g) and 2.07(b), respectively, or (ii) purchase the related Mortgage Loan from the Issuer or substitute an Eligible Substitute Mortgage Loan (and remit to the Trustee Collection Account any related Substitution Adjustment Amount), in the manner set forth in Section 7.03 of the Mortgage Loan Purchasing and Servicing Agreement in the case of a breach by the Seller of its representation or warranty in Sections 7.01 and 7.02 of the Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a), or a breach by the Depositor of its representation or warranty in Sections 2.06(f), 2.06(g) and 2.07(b). The obligation of the Seller or the Depositor, as the case may be, to accept a retransfer of a Mortgage Loan as to which a breach has occurred and is continuing and to make any required deposit into the Collection Account or Trustee Collection Account or to substitute an Eligible Substitute Mortgage Loan, as the case may be, shall constitute the sole and exclusive remedy hereunder against the Seller or the Depositor, as applicable, respecting such breach available therefor. Notwithstanding the foregoing limitation, (i) the Indenture Trustee shall enforce the obligations of the Seller in the Mortgage Loan Purchase and Servicing Agreement to indemnify the Depositor, the Issuer, the Owner Trustee and the Indenture Trustee as "Purchaser" under the Mortgage Loan Purchase and Servicing Agreement for the breach of any covenant, representation or warranty of the Seller pursuant to the terms of Section 12.01 of such agreement and (ii) the Seller hereby agrees to indemnify the Trust for any costs and damages incurred by the Trust in connection with a breach of the Seller's representations and warranties in Section 2.07(a)(vii), (xlvi), (xlvii) or (xlviii), and that materially and adversely affects the interests of any Securityholder. In connection with the purchase or substitution of any Mortgage Loan, the Issuer shall assign to the Seller or the Depositor, as applicable, all of its right, title and interest in and to such Mortgage Loan. Upon receipt of the Repurchase Price, or upon the completion of such substitution, the Master Servicer shall notify the Custodian thereof, and the Custodian shall deliver the Mortgage Files to the Master Servicer, together with all relevant endorsements and assignments prepared by the Master Servicer that the Indenture Trustee shall execute.

Enforcement of Representations and Warranties. The Master Servicer, on behalf of and subject to the direction of the Indenture Trustee, as pledgee of the Mortgage Loans, or the Issuer, shall enforce the representations and warranties of the Seller in (i) Sections 7.01 and 7.02 of the Mortgage Loan Purchase and Servicing Agreement and in (ii) Section 2.07(a)) hereof, and of the Depositor in Sections 2.06(f), 2.06(g) and 2.07(b)) hereof, as applicable. Upon the discovery by the Depositor, the Master Servicer, the Issuer, the Indenture Trustee or the Custodian of a breach of any of the respective representations and warranties made by the Seller or by the Depositor, that materially and adversely affects the interests of any Securityholder (or upon the occurrence of a Repurchase Event), the Person discovering such breach shall give prompt written notice to the other foregoing Persons and to the Seller or the Depositor, as applicable. The Master Servicer shall promptly demand of the Seller or the Depositor, as applicable, that within 90 days of receipt of notice making such demand it (i) cure such breach in all material respects with respect to a breach by the Seller of its representations and warranties in Sections 7.01 and 7.02 of the Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a)) hereof, or a breach by the Depositor of its representations and warranties in Sections 2.06(f), 2.06(g) and 2.07(b)) hereof, respectively, or (ii) purchase the related Mortgage Loan from the Issuer or substitute an Eligible Substitute Mortgage Loan (and remit to the Trustee Collection Account any related Substitution Adjustment Amount), in the manner set forth in Section 7.03 of the Mortgage Loan Purchasing Purchase and Servicing Agreement in the case of a breach by the Seller of its representation or warranty in Sections 7.01 and 7.02 of the Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a)) hereof, or a breach by the Depositor of its representation or warranty in Sections 2.06(f), 2.06(g) and 2.07(b)) hereof. The obligation of the Seller or the Depositor, as the case may be, to accept a retransfer of a Mortgage Loan as to which a breach has occurred and is continuing and to make any required deposit into the Collection Account or Trustee Collection Account or to substitute an Eligible Substitute Mortgage Loan, as the case may be, shall constitute the sole and exclusive remedy hereunder against the Seller or the Depositor, as applicable, respecting such breach available therefor. Notwithstanding the foregoing limitation, (i) the Indenture Trustee shall enforce the obligations of the Seller in the Mortgage Loan Purchase and Servicing Agreement to indemnify the Depositor, the Issuer, the Owner Trustee and the Indenture Trustee as "“Purchaser" ” under the Mortgage Loan Purchase and Servicing Agreement for the breach of any covenant, representation or warranty of the Seller pursuant to the terms of Section 12.01 of such agreement and (ii) the Seller hereby agrees to indemnify the Trust for any costs and damages incurred by the Trust in connection with a breach of the Seller's ’s representations and warranties in Section 2.07(a)(vii), (xlv) and (xlvi), (xlvii) or (xlviii), and that materially and adversely affects the interests of any Securityholder. In connection with the purchase or substitution of any Mortgage Loan, the Issuer shall assign to the Seller or the Depositor, as applicable, all of its right, title and interest in and to such Mortgage Loan. Upon receipt of the Repurchase Price, or upon the completion of such substitution, the Master Servicer shall notify the Custodian thereof, and the Custodian shall deliver the Mortgage Files to the Master Servicer, together with all relevant endorsements and assignments prepared by the Master Servicer that the Indenture Trustee shall execute.

Enforcement of Representations and Warranties. The Master Servicer, on behalf of and subject to the direction of the Indenture Trustee, as pledgee of the Mortgage Loans, and, in the case of the Mortgage Loans assigned to Group I, the Enhancer or the Issuer, shall enforce the representations and warranties of the Seller in Sections Section 7.01 and Section 7.02 of the Mortgage Loan Purchase and Servicing Agreement and in Section 2.07(a), and of the Depositor in Sections 2.06(f), 2.06(g) and 2.07(b)Section 2.07 hereof, as applicable. Upon the discovery by the Depositor, the Master Servicer, the Issuer, the Indenture Trustee Trustee, the Enhancer, or the Custodian of a breach of any of the respective representations and warranties made by the Seller in the Mortgage Loan Purchase and Servicing Agreement or by the Depositor, Depositor in Section 2.07 in respect of any Mortgage Loan that materially and adversely affects the interests of any Securityholder or the Enhancer (or upon the occurrence of a Repurchase Event), the Person discovering such breach shall give prompt written notice to the other foregoing Persons and to the Seller or the Depositor, as applicableSeller. The Master Servicer shall promptly demand of the Seller or the Depositor, as applicable, that within 90 60 days of receipt of notice making such demand it (i) cure such breach in all material respects with respect to a breach by of the Seller of its representations and warranties contained in Sections Section 7.01 and or Section 7.02 of the Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a)Agreement, or with respect to a breach by of the Depositor of its representations and warranties contained in Sections 2.06(f), 2.06(g) and 2.07(b)Section 2.07 herein, respectively, or (ii) purchase the related Mortgage Loan from the Issuer or substitute an Eligible Substitute Mortgage Loan (and remit to the Trustee Collection Account any related Substitution Adjustment Amount), in each case in the manner set forth in Section 7.03 of the Mortgage Loan Purchasing and Servicing Agreement in the case of a breach by the Seller of its representation or warranty in Sections 7.01 and 7.02 of the Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a), or a breach by the Depositor of its representation or warranty in Sections 2.06(f), 2.06(g) and 2.07(b). The obligation of the Seller or the Depositor, as the case may be, to accept a retransfer of a Mortgage Loan as to which a breach has occurred and is continuing and to make any required deposit into the Collection Account or Trustee Collection Account or to substitute an Eligible Substitute Mortgage Loan, as the case may be, shall constitute the sole and exclusive remedy hereunder against the Seller or the Depositor, as applicable, respecting such breach available therefor. Notwithstanding the foregoing limitation, (i) the Indenture Trustee shall enforce the obligations of the Seller in the Mortgage Loan Purchase and Servicing Agreement to indemnify the Depositor, the Issuer, the Owner Trustee and the Indenture Trustee as "Purchaser" under the Mortgage Loan Purchase and Servicing Agreement for the breach of any covenant, representation or warranty of the Seller pursuant to the terms of Section 12.01 of such agreement and (ii) the Seller hereby agrees to indemnify the Trust for any costs and damages incurred by the Trust in connection with a breach of the Seller's representations and warranties in Section 2.07(a)(vii), (xlvi), (xlvii) or (xlviii), and that materially and adversely affects the interests of any Securityholder. In connection with the purchase or substitution of any Mortgage Loan, the Issuer shall assign to the Seller or the Depositor, as applicable, all of its right, title and interest in and to such Mortgage Loan. Upon receipt of the Repurchase Price, or upon the completion of such substitution, the Master Servicer shall notify the Custodian thereof, and the Custodian shall deliver the Mortgage Files to the Master Servicer, together with all relevant endorsements and assignments prepared by the Master Servicer that the Indenture Trustee shall executeAgreement.

Enforcement of Representations and Warranties. The Master Servicer, on behalf of and subject to the direction of the Indenture Trustee, as pledgee of the Mortgage Loans, or the Issuer, shall enforce the representations and warranties of the Seller in (i) Sections 7.01 and 7.02 of the December Mortgage Loan Purchase and Servicing Agreement (ii) Sections 7.01 and 7.02 of the January Mortgage Loan Purchase and Servicing Agreement, (iii) Sections 3.01 and 3.02 of the March Mortgage Loan Purchase and Servicing Agreement and in (iv) Section 2.07(a), and of the Depositor in Sections 2.06(f), 2.06(g) and 2.07(b), as applicable. Upon the discovery by the Depositor, the Master Servicer, the Issuer, the Indenture Trustee or the Custodian of a breach of any of the respective representations and warranties made by the Seller or by the Depositor, that materially and adversely affects the interests of any Securityholder (or upon the occurrence of a Repurchase Event), the Person discovering such breach shall give prompt written notice to the other foregoing Persons and to the Seller or the Depositor, as applicable. The Master Servicer shall promptly demand of the Seller or the Depositor, as applicable, that within 90 days of receipt of notice making such demand it (i) cure such breach in all material respects with respect to a breach by the Seller of its representations and warranties in Sections 7.01 and 7.02 of the December Mortgage Loan Purchase and Servicing Agreement or Sections 7.01 and 7.02 of the January Mortgage Loan Purchase and Servicing Agreement or Sections 3.01 and 3.02 of the March Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a), or a breach by the Depositor of its representations and warranties in Sections 2.06(f), 2.06(g) and 2.07(b), respectively, or (ii) purchase the related Mortgage Loan from the Issuer or substitute an Eligible Substitute Mortgage Loan (and remit to the Trustee Collection Account any related Substitution Adjustment Amount), in the manner set forth in (x) Section 7.03 of the December Mortgage Loan Purchasing Purchase and Servicing Agreement in the case of a breach by the Seller of its representation or warranty in Sections 7.01 and 7.02 of the December Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a), (y) Section 7.03 of the January Mortgage Loan Purchase and Servicing Agreement in the case of a breach by the Seller of its representation or warranty in Sections 7.01 and 7.02 of the January Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a) and (z) Section 3.04 of the March Mortgage Loan Purchase and Servicing Agreement in the case of a breach of a representation or warranty of the Seller in Sections 3.01 or 3.02 of the March Mortgage Loan Purchase and Servicing Agreement and Section 2.07(a), or a breach by the Depositor of its representation or warranty in Sections 2.06(f), 2.06(g) and 2.07(b). The obligation of the Seller or the Depositor, as the case may be, to accept a retransfer of a Mortgage Loan as to which a breach has occurred and is continuing and to make any required deposit into the Collection Account or Trustee Collection Account or to substitute an Eligible Substitute Mortgage Loan, as the case may be, shall constitute the sole and exclusive remedy hereunder against the Seller or the Depositor, as applicable, respecting such breach available therefor. Notwithstanding the foregoing limitation, (i) the Indenture Trustee shall enforce the obligations of the Seller in the Mortgage Loan Purchase and Servicing Agreement Agreements to indemnify the Depositor, the Issuer, the Owner Trustee and the Indenture Trustee as "“Purchaser" ” under the each Mortgage Loan Purchase and Servicing Agreement for the breach of any covenant, representation or warranty of the Seller pursuant to the terms of Section 12.01 or 4.03, as applicable, of such agreement and (ii) the Seller hereby agrees to indemnify the Trust for any costs and damages incurred by the Trust in connection with a breach of the Seller's ’s representations and warranties in Section 2.07(a)(vii), (xlvi), (xlvii), (xlviii) or (xlviiixlix), and that materially and adversely affects the interests of any Securityholder. In connection with the purchase or substitution of any Mortgage Loan, the Issuer shall assign to the Seller or the Depositor, as applicable, all of its right, title and interest in and to such Mortgage Loan. Upon receipt of the Repurchase Price, or upon the completion of such substitution, the Master Servicer shall notify the Custodian thereof, and the Custodian shall deliver the Mortgage Files to the Master Servicer, together with all relevant endorsements and assignments prepared by the Master Servicer that the Indenture Trustee shall execute.