Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 22 contracts
Samples: Flow Mortgage Loan Purchase and Sale Agreement, Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-8), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-7)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully reasonably and in good faith with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans reasonably believed by Loans, or the Purchaserservicing of the Mortgage Loans, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 18 contracts
Samples: Pooling and Servicing Agreement (MSAC Trust 2006-He3), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Capital I Inc. Trust 2006-He2), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Capital I Inc. Trust 2006-He2)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article 2 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Because Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, Act and there are market uncertainties with respect to the Company acknowledges disclosure that investors in privately offered securities may require that request, the Purchaser or any Depositor provide comparable disclosure parties agree over time to negotiate in unregistered offerings. References in this Regulation AB Addendum good faith with respect to compliance with Regulation AB include the provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)thereunder. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply negotiate in good faith with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith with regard to any reasonable requests for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser agrees that it will cooperate with the Company and provide sufficient and timely notice of this any information requirements pertaining to a Securitization Transaction. The Purchaser will make all reasonable efforts to contain requests for information, reports or any other materials to items required for compliance with Regulation AB AddendumAB, the term “Purchaser” and shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or not request that must be “in writing” or “written” may be made by electronic mailinformation which is not required for such compliance.
Appears in 17 contracts
Samples: Purchaseand Servicing Agreement (GSR Mortgage Loan Trust 2006-2f), Purchaseand Servicing Agreement (GSR Mortgage Loan Trust 2006-7f), Purchaseand Servicing Agreement (GSR Mortgage Loan Trust 2006-9f)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 17 contracts
Samples: And Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), And Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 32 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 16 contracts
Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc. Trust 2006-Nc2), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley ABS Capital I Inc. Trust 2006-He6), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-He3)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article XII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Owner or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser and any Master Servicer Owner to deliver to the Purchaser Owner (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner or any Depositor to permit the Purchaser, such Master Servicer Owner or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes The Owner (including any of this its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Owner’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 12 contracts
Samples: Flow Servicing Agreement (GSR 2007-Oa2), Flow Servicing Agreement (GSR Mortgage Loan Trust 2007-Ar1), Flow Servicing Agreement (GSR Mortgage Loan Trust 2007-2f)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 35 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether time due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, staff and agrees to comply with reasonable all requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully in a commercially reasonable manner with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 12 contracts
Samples: Assignment and Conveyance Agreement (Morgan Stanley Mortgage Loan Trust 2007-10xs), Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-11ar), Master Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 11 contracts
Samples: Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-6), Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-4), Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of The Purchaser shall cooperate with the Seller by providing notice as required under this Section 34 for requests for information and by limiting such requests to information necessary, in the Purchaser's good faith judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 11 contracts
Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2006-2), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2006-1ar)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article XIV of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Owner or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser and any Master Servicer Owner to deliver to the Purchaser Owner (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner or any Depositor to permit the Purchaser, such Master Servicer Owner or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes of Notwithstanding anything to the contrary in this Agreement, the Servicer shall be under no obligation to provide any information that either the Owner or Depositor deem required under Regulation AB Addendumif (i) the Servicer does not believe that such information is required under Regulation AB and (ii) the Servicer is not providing such information for securitizations on its own Shelf Registration on Form S-3 (or any Shelf Registration on Form S-3 of any of its Affiliates relating to the same asset type) unless either the Owner or Depositor pays all reasonable incremental costs incurred by the Servicer in connection with the preparation and delivery of such information. The Servicer shall deliver any such information within 15 days of such written request, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In additionif such information is quantitative information set forth on, any notice or request that must be “in writing” or “written” which may be made by electronic mailderived from, information in the Servicer's databases, or otherwise within a commercially reasonable time taking into account the time required to implement the necessary systems and procedures to produce such information.
Appears in 10 contracts
Samples: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-12), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-12)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 33 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 10 contracts
Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-He8), Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Pooling and Servicing Agreement (GSAMP Trust 2006-He7)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.and
Appears in 10 contracts
Samples: Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2012-5), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2012-4), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2012-3)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company Owner prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser Owner and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserOwner, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser Owner and any Master Servicer to deliver to the Purchaser Owner (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner or any Depositor to permit the PurchaserOwner, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator Subservicer, and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the PurchaserOwner, the Master Servicer or any Depositor to be necessary in order to effect such compliance. The Owner and the Company also acknowledge and agree that Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Regulation AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction. For purposes of this Regulation AB Addendum, the term “PurchaserOwner” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail. The Owner (including any of its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions.
Appears in 8 contracts
Samples: Flow Mortgage Loan Servicing Agreement (Sequoia Mortgage Trust 2013-7), Flow Mortgage Loan Servicing Agreement (Sequoia Mortgage Trust 2013-3), Flow Mortgage Loan Servicing Agreement (Sequoia Mortgage Trust 2013-1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 12 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 8 contracts
Samples: Mortgage Loan Purchase Agreement (First Franklin Mortgage Loan Trust, Series 2007-FFC), Mortgage Loan Purchase Agreement (Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-5), Mortgage Loan Purchase Agreement (Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-3)
Intent of the Parties; Reasonableness. The Purchaser and the Company Servicer acknowledge and agree that the purpose of Article XIII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, Servicer any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 8 contracts
Samples: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-12), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)
Intent of the Parties; Reasonableness. The Purchaser and the Company parties hereto acknowledge and agree that the purpose of Article XI of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Depositor (and any Other Depositor of any Other Securitization that includes a Serviced Companion Loan) with the provisions of Regulation AB and the related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offeringsCommission. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall not exercise its right rights to request delivery of information or other performance under these provisions other than in reasonable good faith, or for purposes other than compliance with the Securities Act, the Exchange Act, the Xxxxxxxx-Xxxxx Act and and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)thereunder. The Company acknowledges parties hereto acknowledge that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees agree to comply with reasonable requests made by the Purchaser, any Master Servicer Depositor (or any Other Depositor or Other Trustee of any Other Securitization that includes a Serviced Companion Loan) in good faith for delivery of information under these provisions on the basis of such evolving interpretations of Regulation ABAB (to the extent such interpretations require compliance and are not “grandfathered”). In connection with BANK 2017-BNK4, Commercial Mortgage Pass-Through Certificates, Series 2017-BNK4, and any Other Securitization Transactionsubject to Regulation AB that includes a Serviced Companion Loan, each of the Master Servicer, the Company Special Servicer, the Operating Advisor, the Trustee, the Custodian and the Certificate Administrator shall cooperate fully with the Purchaser Depositor and the Certificate Administrator, and any Master Servicer Other Depositor, Other Trustee and Other Certificate Administrator of any Other Securitization that includes a Serviced Companion Loan, as applicable, to deliver or make available to the Purchaser Depositor or the Certificate Administrator, and any such Other Depositor, Other Trustee or Other Certificate Administrator, as applicable (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information (in its possession or reasonably attainable) necessary in the reasonable good faith determination of the Purchaser Depositor or any Depositor such Other Depositor, as applicable, to permit the Purchaser, such Master Servicer Depositor or such Depositor Other Depositor, as applicable, to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyMaster Servicer, the Special Servicer, the Operating Advisor, the Trustee, the Custodian, the Asset Representations Reviewer and the Certificate Administrator, as applicable, and any ThirdSub-Party Originator and Servicer, or the servicing of the Mortgage Loans (and the related Serviced Companion Loan, if applicable), reasonably believed by the Purchaser, Depositor or the Master Servicer or any related Other Depositor to be necessary in order to effect such compliance. Each party to this Agreement shall have a reasonable period of time to comply with any written request made under this Section 11.01, but in any event, shall, upon reasonable advance written request, provide information in sufficient time to allow the Depositor and each Other Depositor to satisfy any related filing requirements. For purposes of this Regulation AB AddendumArticle XI, to the term “Purchaser” extent any party has an obligation to exercise commercially reasonable efforts to cause a third party to perform, such party hereunder shall refer not be required to Redwood Residential Acquisition Corporation and its successors bring any legal action against such third party in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailconnection with such obligation.
Appears in 8 contracts
Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Trust 2016-Bnk2), Pooling and Servicing Agreement (GS Mortgage Securities Trust 2017-Gs7), Pooling and Servicing Agreement (UBS Commercial Mortgage Trust 2017-C1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 7 contracts
Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable reasonably efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.and
Appears in 7 contracts
Samples: Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-4), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-3), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2013-1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Article XII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Purchaser, any Master Servicer and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser Purchaser, any Master Servicer or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) and the Xxxxxxxx-Xxxxx Act. The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, any Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. The Purchaser (including any of its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB. For the purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In additionArticle XII, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 7 contracts
Samples: Purchase, Warranties and Servicing Agreement (MASTR Alternative Loan Trust 2006-2), Purchase, Warranties and Servicing Agreement (MASTR Asset Securitization Trust 2006-1), Purchase, Warranties and Servicing Agreement (Starm Mortgage Loan Trust 2007-2)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article IX of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserOwner, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser Owner and any Master Servicer to deliver to the Purchaser Owner (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner, any Master Servicer or any Depositor to permit the PurchaserOwner, such any Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the PurchaserOwner, the any Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes The Owner (including any of this its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Owner’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 7 contracts
Samples: Assignment, Assumption and Recognition Agreement (Bayview 2006-B), Assignment, Assumption and Recognition Agreement (Bayview Financial Mortgage Pass-Through Trust 2007-A), Flow Servicing Agreement (Bayview Financial Mortgage Pass-Through Trust 2007-A)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article XIII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and offerings to the Company also acknowledge and agree extent that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentscomparable disclosure becomes industry standard in similar transactions. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the provisions of Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) that are applicable to any Securitization Transaction. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor cooperate in good faith for with the Purchaser or any Depositor, upon a request made in good faith, regarding the Company’s delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully as set forth herein with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable good faith judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 7 contracts
Samples: Custodial Agreement (GSR Mortgage Loan Trust 2006-8f), Custodial Agreement (GSR Mortgage Loan Trust 2006-9f), Custodial Agreement (GSR Mortgage Loan Trust 2007-4f)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article IX of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserOwner, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser Owner and any the Master Servicer to deliver to the Purchaser Owner (including any of its assignees or designees) ), any master servicer and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner, any Master Servicer or any Depositor to permit the PurchaserOwner, such any Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes The Owner (including any of this its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Owner’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 6 contracts
Samples: Servicing Agreement (Bayview Financial Mortgage Pass-Through Trust 2006-C), Servicing Agreement (Bayview Financial Mortgage Pass-Through Trust 2006-A), Servicing Agreement (Bayview Financial Mortgage Pass-Through Trust 2007-A)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of this Regulation AB Addendum Sections 8.4, 8.5, 8.6, 8.7, 8.8 and 8.9 is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or and any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserOwner, any the Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. Each party agrees that it shall cooperate in good faith to amend this Amendment and/or the Original Servicing Agreement in light of any changes in the interpretations of the requirements of Regulation AB over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser Owner and any the Master Servicer to deliver to the Purchaser Owner (including any of its assignees or designees) and one of any ), the Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner, the Master Servicer or any Depositor to permit the PurchaserOwner, such the Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes The Owner (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Owner's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 6 contracts
Samples: Servicing Agreement (Banc of America Funding Corp), Servicing Agreement (Banc of America Funding 2006-6 Trust), Servicing Agreement (Banc of America Funding 2006-5 Trust)
Intent of the Parties; Reasonableness. The Purchaser and the Company parties hereto acknowledge and agree that the purpose of Sections 4.01(b), 6.04 and 11.02 through 11.05 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser Purchaser, any Master Servicer or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization TransactionTransaction where the Seller is an originator of the related Mortgage Loans, the Company shall Seller agrees to cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Seller, any Master Servicer and the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, Seller and the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB. The parties hereto acknowledge and agree that, in connection with a Securitization Transaction, (i) no party shall file with the Commission any report contemplated by Item 1122 of Regulation AB Addendumwith respect to the Seller, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In additionServicer, any notice Subservicer or request that must be “in writing” any Subcontractor if such entity’s activities relate to five percent (5%) or “written” may be made less of the asset pool of such Securitization Transaction, and (ii) no party shall file with the Commission any servicer compliance statement contemplated by electronic mailItem 1123 of Regulation AB with respect to the Seller, the Servicer, any Subservicer or any Subcontractor if such entity’s activities relate to less than ten percent (10%) of the asset pool of such Securitization Transaction.
Appears in 6 contracts
Samples: Warranties and Servicing Agreement (J.P. Morgan Mortgage Trust 2006-S4), Warranties and Servicing Agreement (J.P. Morgan Mortgage Trust 2006-S1), Warranties and Servicing Agreement (J.P. Morgan Mortgage Trust 2006-A1)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article X of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Owner or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser and any Master Servicer Owner to deliver to the Purchaser Owner (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner or any Depositor to permit the Purchaser, such Master Servicer Owner or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, Servicer any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes The Owner (including any of this its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Owner’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 6 contracts
Samples: Servicing Agreement (GSR Mortgage Loan Trust 2006-Oa1), Servicing Agreement (GSR Mortgage Loan Trust 2006-10f), Servicing Agreement (GSR Mortgage Loan Trust 2007-Ar2)
Intent of the Parties; Reasonableness. The Purchaser Purchaser, each Seller and the Company acknowledge Servicer acknowledges and agree agrees that the purpose of Article XIII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller and the Servicer acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Each Seller and the Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Sellers and the Servicer shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySellers, the Servicer, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller and the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 6 contracts
Samples: Servicing Agreement (GSR Mortgage Loan Trust 2006-9f), Servicing Agreement (GSR Mortgage Loan Trust 2006-8f), Servicing Agreement (GSR Mortgage Loan Trust 2007-3f)
Intent of the Parties; Reasonableness. The Purchaser Purchaser, each Seller and the Company acknowledge Servicer acknowledges and agree agrees that the purpose of Article XIII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller and the Servicer acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Each Seller and the Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Sellers and the Servicer shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySellers, the Servicer, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 6 contracts
Samples: Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2006-7), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2007-6xs), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2006-11)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article II of this Regulation Reg AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation Reg AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. The Purchaser and the Company also acknowledge and agree Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Reg AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan following the closing date of a related Securitization Transaction. The Purchaser and the Company also acknowledge and agree that this Reg AB Addendum is intended to supplement the terms of the Agreement and, to the extent inconsistent, the rights and obligations under the Agreement shall continue to apply with respect to any Reconstitution (as defined in the Agreement) that is not covered by the definition of “Securitization Transaction” in this Reg AB Addendum; provided, however, that the requirement to provide an accountants’ report pursuant to Section 6.05 of the Agreement shall be deemed satisfied with respect to any Reconstitution that occurs prior to, on or following the date hereof by providing an accountants’ attestation that satisfies the requirements of Section 2.05(a)(ii) of this Reg AB Addendum. For purposes of this Regulation Reg AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation Xxxxxx Xxxxxxx Mortgage Capital Inc. and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail. The Purchaser shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information necessary, in the Purchaser’s reasonable judgment, to comply with Regulation AB.
Appears in 6 contracts
Samples: And (Morgan Stanley Mortgage Loan Trust 2007-12), Morgan Stanley Mortgage Loan Trust 2007-10xs, Morgan Stanley Mortgage Loan Trust 2007-7ax
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article II of this Regulation Reg AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation Reg AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB, subject to the limitations of Item 1105(f) of Regulation AB, as applicable. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, subject to the limitations of Item 1105(f) of Regulation AB, as applicable, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 6 contracts
Samples: Sale and Servicing Agreement (Banc of America Funding 2006-4 Trust), Sale and Servicing Agreement (Banc of America Funding 2006-2 Trust), Sale and Servicing Agreement (Banc of America Funding 2006-3 Trust)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 13 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer master servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer master servicer to deliver to the Purchaser (including any of its assignees or designees) ), any master servicer and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the master servicer or any Depositor to permit the Purchaser, such Master Servicer master servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 5 contracts
Samples: Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-6), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2007-Ar4), Master Mortgage Loan Purchase and Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Ar7)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article XI of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Securities and Exchange Commission and that (the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof“Commission”). Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act of 1933, as amended (the “Securities Act”), the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Servicer or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Securities Exchange Act and of 1934, as amended (the “Exchange Act”) and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) and the Xxxxxxxx-Xxxxx Act. The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserOwner, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall reasonably cooperate fully with the Purchaser Owner and any Master Servicer to deliver to the Purchaser Owner (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner, the Master Servicer or any Depositor to permit the PurchaserOwner, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes The Owner (including any of its assignees or designees) shall cooperate with the Servicer by providing timely written notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Owner’s reasonable judgment, to comply with Regulation AB. The Owner and the Servicer also acknowledge and agree Section 11.02(a)(i)-(v), Section 11.03(d) and (e), Section 11.04, Section 11.05 and Section 11.06 of this Regulation Reg AB AddendumAddendum shall only be applicable with respect to any Mortgage Loan if the Servicer (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction. The Owner and the Servicer also acknowledge and agree that this Article XI is intended to supplement the terms of the Agreement and, to the extent inconsistent, the term rights and obligations under the Agreement shall continue to apply with respect to any Reconstitution (as defined herein) that is not covered by the definition of “PurchaserSecuritization Transfer” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assignsherein. In addition, any Any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 5 contracts
Samples: Servicing Agreement (Altisource Residential Corp), Servicing Agreement (Altisource Residential Corp), Servicing Agreement (Altisource Residential Corp)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article 2 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Because Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, Act and there are market uncertainties with respect to the Company acknowledges disclosure that investors in privately offered securities may require that request, the Purchaser or any Depositor provide comparable disclosure parties agree over time to negotiate in unregistered offerings. References in this Regulation AB Addendum good faith with respect to compliance with Regulation AB include the provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)thereunder. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, markets or advice of counsel, or otherwise, and agrees to comply negotiate in good faith with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith with regard to reasonable requests for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 5 contracts
Samples: Warranties and Servicing Agreement (Lehman XS Trust Series 2006-10n), Warranties and Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust Series 2006-1), Warranties and Servicing Agreement (Structured Adjustable Rate Mortgage Loan Trust Series 2006-2)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article II of this Regulation Reg AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation Reg AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation Reg AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and offerings to the Company also acknowledge and agree that amendments extent not contrary to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsindustry standard practice. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the provisions of the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder that are applicable to any Securitization Transaction (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply negotiate in good faith with reasonable requests made by the Purchaser, any Master Servicer or any Depositor Depositor, upon a request made in good faith for faith, regarding the Company's delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, any Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 5 contracts
Samples: Banc of America Funding 2006-2 Trust, Banc of America Funding 2006-3 Trust, Banc of America Funding 2006-4 Trust
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable reasonably efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 5 contracts
Samples: Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2012-3), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2012-3), Flow Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2012-2)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 32 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges Each of the Seller and the Purchaser acknowledge that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, each of the Company Seller and the Purchaser shall cooperate fully with the Purchaser and any Master Servicer other party to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, party requesting such Master Servicer or such Depositor information to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 5 contracts
Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Pooling and Servicing Agreement (GSAMP Trust 2006-S6), Pooling and Servicing Agreement (GSAMP Trust 2006-Fm2)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Section 31 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Owner or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser and any Master Servicer Owner to deliver to the Purchaser Owner (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner or any Depositor to permit the Purchaser, such Master Servicer Owner or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes of Notwithstanding anything to the contrary in this Agreement, the Servicer shall be under no obligation to provide any information that either the Owner or Depositor deem required under Regulation AB Addendumif (i) the Servicer does not believe that such information is required under Regulation AB and (ii) the Servicer is not providing such information for securitizations on its own Shelf Registration on Form S-3 (or any Shelf Registration on Form S-3 of any of its Affiliates relating to the same asset type) unless either the Owner or Depositor pays all reasonable incremental costs incurred by the Servicer in connection with the preparation and delivery of such information. The Servicer shall deliver any such information within 15 days of such written request, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In additionif such information is quantitative information set forth on, any notice or request that must be “in writing” or “written” which may be made by electronic mailderived from, information in the Servicer's databases, or otherwise within a commercially reasonable time taking into account the time required to implement the necessary systems and procedures to produce such information.
Appears in 5 contracts
Samples: Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-10sl), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-9sl), Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-4sl)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article XIII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Owner or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser and any Master Servicer Owner to deliver to the Purchaser Owner (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner, any Master Servicer or any Depositor to permit the PurchaserOwner, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes The Owner (including any of this its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Owner’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 4 contracts
Samples: Master Servicing Agreement (Sequoia Mortgage Trust 2007-3), Master Servicing Agreement (Sequoia Mortgage Trust 2007-1), Master Servicing Agreement (Sequoia Mortgage Trust 2007-4)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Section 7A of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities ActAct of 1933, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities ActAct of 1933, the Exchange Act and and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act of 1933) and the Xxxxxxxx-Xxxxx Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes In the event of any conflict between Section 7A and any other term or provision in this Regulation AB AddendumAgreement, the term “provisions of Section 7A shall control. The Purchaser (including any of its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser” shall refer 's reasonable judgment, to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailcomply with Regulation AB.
Appears in 4 contracts
Samples: Warranties and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar2), Warranties and Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-Af1), Warranties and Servicing Agreement (Merrill Lynch Mortgage Backed Securities Trust, Series 2007-3)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 32 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2006-Nc5), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley ABS Capital I Inc. Trust 2006-He7), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2006-Nc3)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum Section 2 is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Because Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, Act and there are market uncertainties with respect to the Company acknowledges disclosure that investors in privately offered securities may require that request, the Purchaser or any Depositor provide comparable disclosure parties agree over time to negotiate in unregistered offerings. References in this Regulation AB Addendum good faith with respect to compliance with Regulation AB include the provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)thereunder. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, markets or advice of counsel, or otherwise, and agrees to comply negotiate in good faith with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith with regard to reasonable requests for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor necessary, to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 4 contracts
Samples: Warranties and Servicing Agreement (Sasco 2006-Bc3), Reconstituted Servicing Agreement (Sail 2006-3), Warranties and Servicing Agreement (Structured Asset Securities CORP Mortgage Loan Trust 2006-Bc5)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company acknowledge and agree that the purpose of Article 2 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or and Section 302 of the provision in a private offering Sarbanes Oxley Act. Although Regulation AB is applicable by its terms only to offerings of disclosure comparable to asset-backed securities that required are registered under the Securities Act), the parties acknowledge that investors in privately offered securities may require that the Owner or any Depositor provide comparable disclosure in unregistered offerings. The parties agree over time to negotiate in good faith with respect to the provision of comparable disclosure in private offerings. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply negotiate in good faith with reasonable requests made by the Purchaser, any Master Servicer Owner or any Depositor in good faith with regard to any reasonable requests for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer Owner to deliver to the Purchaser Owner (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Owner or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, and any Third-Party Originator and parties or items identified in writing by the Owner, including, any Subservicer, or the servicing of the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes The Owner agrees that it will cooperate with the Company and provide sufficient and timely notice of this any information requirements pertaining to a Securitization Transaction. The Owner will make all reasonable efforts to contain requests for information, reports or any other materials to items required for compliance with Regulation AB AddendumAB, the term “Purchaser” and shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or not request that must be “in writing” or “written” may be made by electronic mailinformation which is not required for such compliance.
Appears in 4 contracts
Samples: Assignment, Assumption and Recognition Agreement (HSI Asset Securitization CORP Trust 2006-He2), Assignment, Assumption and Recognition Agreement (HSI Asset Securitization CORP Trust 2007-He1), Assignment, Assumption and Recognition Agreement (HASCO Trust 2007-He2)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Article XIII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-asset backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, Seller any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 4 contracts
Samples: Assignment and Recognition Agreement (BCAP LLC Trust 2007-Aa1), Assignment and Recognition Agreement (BCAP LLC Trust 2006-Aa2), Pooling and Servicing Agreement (BCAP LLC Trust 2008-Ind2)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article 2 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering thereunder. Although Regulation AB is applicable by its terms only to offerings of disclosure comparable to asset-backed securities that required are registered under the Securities Act), the parties acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. The parties agree over time to negotiate in good faith with respect to the provision of comparable disclosure in private offerings. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and . The Company agrees to comply negotiate in good faith with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith with regard to any reasonable requests for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, and any parties or items identified in writing by the Purchaser, including, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance, in the Purchaser’s or Depositor’s reasonable determination. For purposes The Purchaser agrees that it will cooperate with the Company and provide sufficient and timely notice of this any information requirements pertaining to a Securitization Transaction. The Purchaser will make all reasonable efforts to limit requests for information, reports or any other materials to items the Purchaser reasonably believes is required for compliance with Regulation AB AddendumAB, the term “Purchaser” and shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or not request that must be “in writing” or “written” may be made by electronic mailinformation which is not required for such compliance.
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (Bear Stearns ARM Trust 2007-3), Custodial Agreement (Bear Stearns ARM Trust 2007-4), Custodial Agreement (Bear Stearns ARM Trust 2007-5)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 32 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB, subject to Section 1105(f) of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes , subject to Section 1105(f) of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 4 contracts
Samples: Assignment and Recognition Agreement (Morgan Stanley Home Equity Loan Trust 2007-2), Assignment and Recognition Agreement (Morgan Stanley IXIS Real Estate Capital Trust 2006-1), Assignment and Recognition Agreement (Morgan Stanley Ixis Real Estate Capital Trust 2006-2)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 16 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information reasonably necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans provided that the Seller is servicing the Mortgage Loans of the related Securitization, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (BCAP LLC Trust 2008-Ind1), Assignment and Recognition Agreement (BCAP LLC Trust 2006-Aa2), Assignment and Recognition Agreement (BCAP LLC Trust 2007-Aa1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 4 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), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article II of this Regulation Reg AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation Reg AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 4 contracts
Samples: Sale and Servicing Agreement (Banc of America Funding 2006-D Trust), Servicing Agreement (Banc of America Funding 2007-4 Trust), Servicing Agreement (Banc of America Funding 2007-3 Trust)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 4 contracts
Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-3xs), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-2ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-17xs)
Intent of the Parties; Reasonableness. The Purchaser Purchaser, the Seller and the Company Servicer each acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges Seller and the Servicer each acknowledge that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges Seller and the Servicer each acknowledge that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller and the Servicer shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, the Servicer, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 3 contracts
Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-6ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-8ar)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of this Regulation AB Addendum Exhibit to this Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Mortgage Loan Purchase and Servicing Agreement (CMALT (CitiMortgage Alternative Loan Trust), Series 2007-A7), Mortgage Loan Purchase and Servicing Agreement (Citicorp Mortgage Securities Inc), Mortgage Loan Purchase and Servicing Agreement (Citicorp Mortgage Securities Trust, Series 2007-6)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). .. The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 3 contracts
Samples: And Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-1ar), And Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-3ar), And Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-2)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Article XI of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Subsequent Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, any Master Servicer or any Depositor to permit the Purchaser, such any Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, or any Third-Third- Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Mortgage Loan Purchase Agreement (Angel Oak Mortgage, Inc.), Mortgage Loan Purchase Agreement (Angel Oak Mortgage, Inc.), Mortgage Loan Purchase Agreement (Angel Oak Mortgage, Inc.)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply negotiate in good faith with reasonable Purchaser or any Depositor upon requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully as provided herein with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 3 contracts
Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 33 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 3 contracts
Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-10xs), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-12), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-13)
Intent of the Parties; Reasonableness. The Purchaser Depositor and the Company Owner Trustee acknowledge and agree that the purpose of Article XII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Depositor nor any Depositor the Servicer shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee agrees to cooperate in good faith with any Securitization Transaction, reasonable request by the Company shall cooperate fully with Depositor for information regarding the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information Owner Trustee which is necessary in the good faith determination of the Purchaser or any Depositor Depositor, to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Items 1109(a), 1109(b), 1117 and 1119 of Regulation AB as it relates to the Owner Trustee or to the Owner Trustee’s obligations under this Agreement. The Depositor and the Owner Trustee acknowledge and agree that the Owner Trustee shall not be obligated to comply with the requirements of Item 1122 of Regulation AB; provided, together however, that the Owner Trustee agrees, subject to receipt of additional compensation and reimbursement of reasonable expenses, to comply with such disclosures relating any mandatory Commission or staff interpretation of Item 1122 of Regulation AB as it relates to the CompanyOwner Trustee or to the Owner Trustee’s obligations under this Agreement. The Depositor shall cooperate with the Owner Trustee by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, any Third-Party Originator and in the Mortgage Loans reasonably believed by reasonable judgment of the PurchaserDepositor or the Servicer, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Trust Agreement (Franklin Auto Trust 2007-1), Trust Agreement (Franklin Auto Trust 2006-1), Trust Agreement (Franklin Auto Trust 2008-A)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 34 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) and the Xxxxxxxx-Xxxxx Act. The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser and the Seller also acknowledge and agree that Section 34.02(a)(i)-(v), Section 34.03(c), (e) and (f), Section 34.04, Section 34.05 and Section 34.06 of this the Agreement shall only be applicable with respect to any Loan if the Seller (or Subservicer, if any) services such Loan following the closing date of a Securitization Transaction. The Purchaser (including any of its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Master Loan Purchase and Servicing Agreement (MASTR Adjustable Rate Mortgages Trust 2007-3), Master Loan Purchase and Servicing Agreement (MASTR Adjustable Rate Mortgages Trust 2006-Oa2), Master Loan Purchase and Servicing Agreement (MASTR Adjustable Rate Mortgages Trust 2007-1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 33 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-asset backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. Furthermore, the Purchaser and the Company agree that if any such changes in the interpretations of the requirements of Regulation AB materially affect this Section 33, then the Purchaser and the Seller will amend such affected provisions. In connection with the above, the Purchaser agrees to give the Seller prompt written notice of changes in the requirements of Regulation AB that might affect its obligations under this Section 33. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Third Party Originator and the Mortgage Loans Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Indemnification and Contribution Agreement (Morgan Stanley Home Equity Loan Trust 2007-1), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-He7), Assignment and Recognition Agreement (Morgan Stanley Home Equity Loan Trust 2007-2)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article XII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Owner or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser and any Master Servicer Owner to deliver to the Purchaser Owner (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner or any Depositor to permit the Purchaser, such Master Servicer Owner or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes The Owner (including any of this its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Owner's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Flow Servicing Agreement (GSR Mortgage Loan Trust 2006-8f), Flow Servicing Agreement (GSAA Home Equity Trust 2006-3), Flow Servicing Agreement (GSAA Home Equity Trust 2006-4)
Intent of the Parties; Reasonableness. The Purchaser Purchaser, the Servicer and the Company Seller acknowledge and agree that the purpose of Section 33 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges Seller and the Servicer acknowledge that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) and the provisions of this Section 33 shall not apply to Securitization Transactions which close prior to January 1, 2006. The Company acknowledges Seller and Servicer acknowledge that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller and the Servicer shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, the Servicer, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller and the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Master Loan Purchase and Servicing Agreement (MASTR Alternative Loan Trust 2006-2), Master Loan Purchase and Servicing Agreement (MASTR Adjustable Rate Mortgages Trust 2007-1), Master Loan Purchase and Servicing Agreement (MASTR Alternative Loan Trust 2006-3)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article 13 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offeringsofferings to the extent such comparable disclosures in unregistered offerings are consistent with industry practice. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder that are applicable to any Securitization Transaction (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for regarding the Company’s delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 3 contracts
Samples: Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Indemnification and Contribution Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article II of this Regulation Reg AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation Reg AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. The Purchaser and the Company also acknowledge and agree Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Reg AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan following the closing date of a related Securitization Transaction. The Purchaser and the Company also acknowledge and agree that this Reg AB Addendum is intended to supplement the terms of the Agreement and, to the extent inconsistent, the rights and obligations under the Agreement shall continue to apply with respect to any Reconstitution (as defined in the Agreement) that is not covered by the definition of "Securitization Transaction" in this Reg AB Addendum; provided, however, that the requirement to provide an accountants' report pursuant to Section 6.05 of the Agreement shall be deemed satisfied with respect to any Reconstitution that occurs prior to, on or following the date hereof by providing an accountants' attestation that satisfies the requirements of Section 2.05(a)(ii) of this Reg AB Addendum. For purposes of this Regulation Reg AB Addendum, the term “"Purchaser” " shall refer to Redwood Residential Acquisition Corporation Morgan Stanley Mortgage Capital Inc. and its successors in interest and assignsinteresx xxx axxxxxx. In addition, any notice or request that must be “"in writing” " or “"written” " may be made by electronic mail. The Purchaser shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information necessary, in the Purchaser's reasonable judgment, to comply with Regulation AB.
Appears in 3 contracts
Samples: Morgan Stanley Mortgage Loan Trust 2006-8ar, Morgan Stanley Mortgage Loan Trust 2006-9ar, Morgan Stanley Mortgage Loan Trust 2006-13arx
Intent of the Parties; Reasonableness. The Purchaser Servicer and the Company Master Servicer acknowledge and agree that the purpose of Article X of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Seller, the Master Servicer and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Servicer or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Seller, the Master Servicer nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) and the Xxxxxxxx-Xxxxx Act. The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserSeller, any the Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization TransactionPass-Through Transfer, the Company Servicer shall cooperate fully with the Purchaser Seller and any the Master Servicer to deliver to the Purchaser Seller (including any of its assignees or designees) and one of any ), the Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Seller, the Master Servicer or any Depositor to permit the PurchaserSeller, such the Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Third-Party Originator and Subservicer, or the Mortgage Loans servicing of the Securitized Loans, reasonably believed by the PurchaserSeller, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes The Seller (including any of this its assignees or designees) and the Master Servicer shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Servicer’s or Master Servicer’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Servicing Agreement (MASTR Alternative Loan Trust 2006-3), Servicing Agreement (MASTR Asset Securitization Trust 2006-3), Servicing Agreement (MASTR Alternative Loan Trust 2006-1)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article 2 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or and Section 302 of the provision in a private offering Sarbanes Oxley Act. Although Regulation AB is applicable by its terms only to offerings of disclosure comparable to asset-backed securities that required are registered under the Securities Act), the parties acknowledge that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. The parties agree over time to negotiate in good faith with respect to the provision of comparable disclosure in private offerings. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply negotiate in good faith with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith with regard to any reasonable requests for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, and any parties or items identified in writing by the Purchaser, including, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser agrees that it will cooperate with the Company and provide sufficient and timely notice of this any information requirements pertaining to a Securitization Transaction. The Purchaser will make all reasonable efforts to limit requests for information, reports or any other materials to items required for compliance with Regulation AB Addendumin the Purchaser’s reasonable judgment, the term “Purchaser” and shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or not request that must be “in writing” or “written” may be made by electronic mailinformation which is not required for such compliance.
Appears in 3 contracts
Samples: Mortgage Loan Purchase and Servicing Agreement (MASTR Adjustable Rate Mortgages Trust 2007-3), Mortgage Loan Purchase and Servicing Agreement (MASTR Adjustable Rate Mortgages Trust 2006-Oa2), Mortgage Loan Purchase and Servicing Agreement (MASTR Alternative Loan Trust 2007-1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Interim Servicer acknowledge and agree that the purpose of Article XII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Interim Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Interim Servicer shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, Interim Servicer any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Interim Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Pooling and Servicing Agreement (GSAMP Trust 2006-He3)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. The Purchaser agrees to provide the Company with reasonable prior notice of requests for information. The Purchaser and the Company also acknowledge and agree that Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Regulation AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailmail at such addresses as provided for notice under the Agreement.
Appears in 3 contracts
Samples: Flow Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2013-3), Flow Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2013-1), Flow Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2012-1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller (for purposes of this Article XI, the “Company”) acknowledge and agree that the purpose of Article XI of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Mortgage Loan Purchase Agreement (TBW Mortgage-Backed Trust Series 2006-4), Mortgage Loan Purchase Agreement (TBW 2006-2), Mortgage Loan Purchase Agreement (TBW 2006-1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 12A of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes In the event of any conflict between Section 12A and any other term or provision in this Regulation AB AddendumAgreement, the term “provisions of Section 12A shall control. The Purchaser (including any of its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser” shall refer ’s reasonable judgment, to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailcomply with Regulation AB.
Appears in 3 contracts
Samples: Master Mortgage Loan Purchase and Servicing Agreement (Deutsche Alt-a Securities Mortgage Loan Trust, Series 2007-Oa2), Pooling and Servicing Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-Sd3), Master Mortgage Loan Purchase and Servicing Agreement (Deutsche Alt-a Securities Mortgage Loan Trust, Series 2006-Ar5)
Intent of the Parties; Reasonableness. The Purchaser Purchaser, the Seller and the Company Servicer acknowledge and agree that the purpose of Section 13 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, each of the Company Seller and the Servicer acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Each of the Seller and the Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller and the Servicer shall cooperate fully with the Purchaser and any the Master Servicer to deliver to the Purchaser and the Master Servicer (including any of its their assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such the Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, the Servicer, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller and the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Reconstituted Servicing Agreement (HarborView 2007-2), Reconstituted Servicing Agreement (Harborview 2006-7), Reconstituted Servicing Agreement (HarborView 2007-5)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of this Regulation AB Addendum Sections 8.4, 8.5, 8.6, 8.7, 8.8 and 8.9 is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or and for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to shall comply with reasonable requests made by the Purchaser, any Master Servicer Owner or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser and any Master Servicer Owner to deliver to the Purchaser Owner (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner or any such Depositor to permit the Purchaser, such Master Servicer Owner or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any such Depositor to be necessary in order to effect such compliance. For purposes The Owner (including any of this its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Owner's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 3 contracts
Samples: Servicing Agreement (GSR Mortgage Loan Trust 2006-8f), Servicing Agreement (GSR Mortgage Loan Trust 2007-3f), Servicing Agreement (GSR Mortgage Loan Trust 2006-9f)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 36 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 3 contracts
Samples: Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)
Intent of the Parties; Reasonableness. The Purchaser Initial Owner and the Company acknowledge and agree that the purpose of this Regulation AB Addendum Article XIII is to facilitate compliance by the Purchaser Initial Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser Initial Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Initial Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Initial Owner or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser The Initial Owner (including any of its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and one of any Master Servicer or any Depositor (as requested)by reasonably limiting such requests to information required, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the PurchaserInitial Owner’s reasonable judgment, such Master Servicer or such Depositor to comply with Regulation AB and the provisions of Initial Owner shall not request any information unless it deems it necessary under Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 3 contracts
Samples: Flow Sale and Servicing Agreement (GSR Mortgage Loan Trust 2006-2f), Second Amended And (GSR Mortgage Loan Trust 2007-4f), Flow Sale and Servicing Agreement (GSR 2006-4f)
Intent of the Parties; Reasonableness. The Purchaser Each of the Issuer, the Depositor, the Seller, the Servicer and the Company acknowledge Indenture Trustee acknowledges and agree agrees that the purpose of Part II of this Regulation AB Addendum Appendix B is to facilitate compliance by the Purchaser Issuer, the Depositor, the Seller, the Servicer and any Depositor the Indenture Trustee with the provisions of Regulation AB and the related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Issuer nor any Depositor the Seller shall exercise its right to request delivery of information information, reports or other performance under these provisions other than in good faith, or for purposes other than compliance with Regulation AB. Each of the Securities ActIssuer, the Exchange Act Seller and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise. For so long as the Issuer is subject to the reporting requirements under the Securities Exchange Act of 1934, as amended, each of the Issuer, the Depositor, the Seller, the Servicer and the Indenture Trustee hereby agrees to reasonably comply with all reasonable requests made by any of the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser other parties hereto (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statementsas the case may be, in good faith for delivery of such information or reports, certificationsincluding, records without limitation, any Servicer compliance statements and any other information necessary in reports (solely with respect to the good faith determination Servicer), and assessments of compliance and attestation, as may be required under the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions then-current interpretations of Regulation AB. The servicing criteria to be addressed in the Indenture Trustee’s assessment of compliance and attestation shall be set forth on Schedule I attached hereto and such assessments of compliance and attestations shall be provided by March 15th and shall only be required for years in which a 10-K is required to be filed. Appendix B-1 (2016-A Sale and Servicing Agreement) SCHEDULE I Servicing Criteria To Be Addressed In Assessment Of Compliance The assessment of compliance to be delivered by the Indenture Trustee, together shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”: Reference Criteria Cash Collection and Administration 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Investor Remittances and Reporting 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with such disclosures relating timeframes, distribution priority and other terms set forth in the transaction agreements.* 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the CompanyServicer’s investor records, any Thirdor such other number of days specified in the transaction agreements. 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. *Solely with respect to remittances Schedule-1 (2016-Party Originator A Sale and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.Servicing Agreement)
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Hyundai Abs Funding LLC), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2016-A)
Intent of the Parties; Reasonableness. The Purchaser and the Company parties hereto acknowledge and agree that the purpose of Article XI of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and the related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Depositor nor any Depositor the Master Servicer shall exercise its right their rights to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act, the Sarbanes-Oxley Act and and, in each case, the rules and regulations of the Commission Xxxxxxxxxx xxxreunder; provided that in all instances the reports and certificates contemplated by Sections 11.09, 11.10 and 11.11 shall be provided to the Rating Agencies as required thereunder; provided, however, the Trustee shall be deemed to have satisfied any delivery requirements to the Rating Agencies thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)by making such reports and certificates available on its internet website. The Company acknowledges parties hereto acknowledge that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees agree to comply with reasonable requests made by the Purchaser, any Depositor or the Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the requirements of Regulation AB. In connection with any Securitization Transactionthe J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-LDP11 Commexxxxx Xxxxxage Pass-Through Certificates, Series 2007-LDP11, each of the Master Servicer, the Company Special Servicer and the Trustee shall cooperate fully with the Purchaser Depositor and any Master Servicer the Trustee, as the case may be, to deliver or make available to the Purchaser Depositor or the Trustee (including any of its their assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information (in its possession or reasonably attainable) necessary in the good faith determination of the Purchaser Depositor or any Depositor the Trustee, as applicable, to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyMaster Servicer, any Third-Party Originator the Special Servicer and the Trustee, as applicable, and any Sub-Servicer, or the servicing of the Mortgage Loans Loans, reasonably believed by the PurchaserDepositor or the Trustee, the Master Servicer or any Depositor as applicable, in good faith to be necessary in order to effect such compliance. Each party to this Agreement shall have a reasonable period of time to comply with any written request made under this Section 11.01, but in any event, shall, upon reasonable advance written request, provide information in sufficient time to allow the Depositor or the Trustee, as applicable, to satisfy any related filing requirements. For purposes of this Regulation AB AddendumArticle XI, to the term “Purchaser” extent any party has an obligation to exercise commercially reasonable efforts to cause a third party to perform, such party hereunder shall refer not be required to Redwood Residential Acquisition Corporation and its successors bring any legal action against such third party in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailconnection with such obligation.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-Ldp11), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-Ldp11)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of this Regulation AB Addendum Sections 9.4 and 9.5 is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or and any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. Each party agrees that it shall cooperate in good faith to amend this Amendment and/or the Original Purchase Agreement in light of any changes in the interpretations of the requirements of Regulation AB over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any such Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any such Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Mortgage Loan Purchase and Sale Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-Af1), Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-Af1)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company acknowledge and agree that the purpose of this Regulation AB Addendum Article V is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) and the Xxxxxxxx-Xxxxx Act. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserOwner, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser Owner and any Master Servicer to deliver to the Purchaser Owner (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner, the Master Servicer or any Depositor to permit the PurchaserOwner, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes In the event of conflict between Article V and any other term or provision in this Regulation AB AddendumAgreement, the term “Purchaser” provisions of Article V shall refer control. The Owner (including any of its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailinformation required to comply with Regulation AB.
Appears in 2 contracts
Samples: Reference Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar3), Reference Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-Oar4)
Intent of the Parties; Reasonableness. The Purchaser Except with respect to Section 11.09, Section 11.12, Section 11.14, Section 11.15, Section 11.16, Section 11.17 and Section 11.18, the Company parties hereto acknowledge and agree that the purpose of Article XI of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Depositor (and any Other Depositor of any Other Securitization that includes a Serviced Pari Passu Companion Loan) with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities ActThe Depositor, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser Certificate Administrator and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor Trustee shall exercise its right rights to request delivery of information or other performance under these provisions other than in reasonable good faith, or and shall not exercise any such rights for purposes other than compliance with the Dxxx-Xxxxx Act, the Securities Act, the Exchange Act, the Sxxxxxxx-Xxxxx Act and and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)thereunder. The Company acknowledges parties to this Agreement acknowledge that interpretations of the requirements of Regulation AB may change over time, whether time due to interpretive guidance provided by the Commission or its staff, consensus among participants in including guidance provided to the asset-backed securities markets, advice of counsel, Depositor or otherwiseother issuers through comments by the SEC on any Exchange Act filings or other filings, and agrees agree to comply with reasonable requests made by the Purchaser, any Master Servicer Depositor (or any Other Depositor or Other Trustee of any Other Securitization that includes a Serviced Pari Passu Companion Loan) or the Certificate Administrator in reasonable good faith for delivery of information under these provisions on the basis of such evolving interpretations of Regulation ABAB (to the extent such interpretations require compliance and are not “grandfathered”). In connection with this transaction and any Other Securitization Transactionsubject to Regulation AB that includes a Serviced Pari Passu Companion Loan, subject to the Company preceding sentence, each of the parties to this Agreement shall cooperate fully with the Purchaser Depositor and the Certificate Administrator and any Master Servicer Other Depositor or Other Trustee of any Other Securitization subject to Regulation AB that includes a Serviced Pari Passu Companion Loan, deliver or make available to the Purchaser Depositor or the Certificate Administrator or any such Other Depositor or Other Trustee (including any of its their assignees or designees) and one of any Master Servicer or any Depositor (as requested), i) any and all statements, reports, certifications, records information in its possession and any other information necessary in the reasonable good faith determination of the Purchaser Depositor, the Certificate Administrator or any such Other Depositor or Other Trustee, as applicable, to permit the Purchaser, Depositor or any such Master Servicer or such Other Depositor to comply with the provisions of Regulation AB, together with AB and (ii) such disclosures disclosure relating to the Companyapplicable Master Servicer, any Third-Party Originator and the applicable Special Servicer, the Certificate Administrator, the Trustee, as applicable, or the servicing of the Mortgage Loans (or, if applicable, the related Serviced Pari Passu Companion Loan), in each case reasonably believed by the PurchaserDepositor, the Master Servicer Certificate Administrator or any the related Other Depositor or the related Other Trustee, as applicable, in good faith to be necessary in order to effect such compliance. In addition, with respect to each Servicing Function Participant that is a Designated Sub-Servicer of a party to this Agreement, such party shall use commercially reasonable efforts to cause such Designated Sub-Servicer to deliver or make available to the Depositor or the Certificate Administrator and any such Other Depositor or Other Trustee, as applicable, (including any of their assignees or designees) (i) any and all information in its possession and necessary in the reasonable good faith determination of the Depositor or the Certificate Administrator or any such Other Depositor or Other Trustee to permit the Depositor or any such Other Depositor to comply with the provisions of Regulation AB and (ii) such disclosure relating to the Servicing Function Participant or the Servicing of the Mortgage Loans (or, if applicable, the related Serviced Pari Passu Companion Loan), in each case reasonably believed by the Depositor or the Certificate Administrator or the related Other Depositor or related Other Trustee, as applicable, in good faith to be necessary in order to effect such compliance. Each party to this Agreement shall have a reasonable period of time to comply with any written request made under this Section 11.01, but in any event, shall, upon reasonable advance written request, provide information in sufficient time to allow the Depositor or the Certificate Administrator, as applicable, to satisfy any related filing requirements. For purposes of this Regulation AB AddendumArticle XI, to the term “Purchaser” extent any party has an obligation to exercise commercially reasonable efforts to cause a third party to perform, such party hereunder shall refer not be required to Redwood Residential Acquisition Corporation and its successors bring any legal action against such third party in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailconnection with such obligation.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2014-Lc16), Pooling and Servicing Agreement (WFRBS Commercial Mortgage Trust 2014-C20)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 13 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any the Master Servicer to deliver to the Purchaser and the Master Servicer (including any of its their assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such the Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Assumption and Recognition Agreement (Hsi Asset Securitization Corp), Reconstituted Servicing Agreement (HarborView 2006-14)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article X of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) and the Xxxxxxxx-Xxxxx Act. The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserOwner, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser Owner and any Master Servicer to deliver to the Purchaser Owner (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner, the Master Servicer or any Depositor to permit the PurchaserOwner, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes In the event of any conflict between Article X and any other term or provision in this Regulation AB AddendumAgreement, the term “Purchaser” provisions of Article X shall refer control. The Owner (including any of its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to Redwood Residential Acquisition Corporation and its successors information required, in interest and assigns. In additionthe Owner’s reasonable judgment, any notice or request that must be “in writing” or “written” may be made by electronic mailto comply with Regulation AB.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-Sd3), Servicing Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-Sd1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 33 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (GSAMP Trust 2007-H1), Pooling and Servicing Agreement (GSAMP Trust 2006-He4)
Intent of the Parties; Reasonableness. The Purchaser Each of the Issuer, the Depositor, the Seller, the Servicer and the Company acknowledge Indenture Trustee acknowledges and agree agrees that the purpose of Part II of this Regulation AB Addendum Appendix B is to facilitate compliance by the Purchaser Issuer, the Depositor, the Seller, the Servicer and any Depositor the Indenture Trustee with the provisions of Regulation AB and the related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Issuer nor any Depositor the Seller shall exercise its right to request delivery of information information, reports or other performance under these provisions other than in good faith, or for purposes other than compliance with Regulation AB. Each of the Securities ActIssuer, the Exchange Act Seller and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise. For so long as the Issuer is subject to the reporting requirements under the Securities Exchange Act of 1934, as amended, each of the Issuer, the Depositor, the Seller, the Servicer and the Indenture Trustee hereby agrees to reasonably comply with all reasonable requests made by any of the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser other parties hereto (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statementsas the case may be, in good faith for delivery of such information or reports, certificationsincluding, records without limitation, any Servicer compliance statements and any other information necessary in reports (solely with respect to the good faith determination Servicer), and assessments of compliance and attestation, as may be required under the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions then-current interpretations of Regulation AB. The servicing criteria to be addressed in the Indenture Trustee’s assessment of compliance and attestation shall be set forth on Schedule I attached hereto and such assessments of compliance and attestations shall be provided by March 15th and shall only be required for years in which a 10-K is required to be filed. Appendix B-1 (2021-B Sale and Servicing Agreement) SCHEDULE I Servicing Criteria To Be Addressed In Assessment Of Compliance The assessment of compliance to be delivered by the Indenture Trustee, together shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”: Reference Criteria Cash Collection and Administration 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Investor Remittances and Reporting 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with such disclosures relating timeframes, distribution priority and other terms set forth in the transaction agreements.* 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the CompanyServicer’s investor records, any Thirdor such other number of days specified in the transaction agreements. 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. *Solely with respect to remittances Schedule I-1 (2021-Party Originator B Sale and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.Servicing Agreement)
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2021-B), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2021-B)
Intent of the Parties; Reasonableness. The Purchaser Each of the Issuer, the Depositor, the Seller, the Servicer and the Company acknowledge Indenture Trustee acknowledges and agree agrees that the purpose of Part II of this Regulation AB Addendum Appendix A is to facilitate compliance by the Purchaser Issuer, the Depositor, the Seller, the Servicer and any Depositor the Indenture Trustee with the provisions of Regulation AB and the related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Issuer nor any Depositor the Seller shall exercise its right to request delivery of information information, reports or other performance under these provisions other than in good faith, or for purposes other than compliance with Regulation AB. Each of the Securities ActIssuer, the Exchange Act Seller and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise. For so long as the Issuer is subject to the reporting requirements under the Securities Exchange Act of 1934, as amended, each of the Issuer, the Depositor, the Seller, the Servicer and the Indenture Trustee hereby agrees to reasonably comply with all reasonable requests made by any of the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser other parties hereto (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statementsas the case may be, in good faith for delivery of such information or reports, certificationsincluding, records without limitation, any Servicer compliance statements and any other information necessary in reports (solely with respect to the good faith determination Servicer), and assessments of compliance and attestation, as may be required under the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions then-current interpretations of Regulation AB. The servicing criteria to be addressed in the Indenture Trustee’s assessment of compliance and attestation shall be set forth on Schedule I attached hereto and such assessments of compliance and attestations shall be provided by March 15th and shall only be required for years in which a 10-K is required to be filed. Appendix A-1 SCHEDULE I Servicing Criteria To Be Addressed In Assessment Of Compliance The assessment of compliance to be delivered by the Indenture Trustee, together shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”: Reference Criteria Cash Collection and Administration 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Investor Remittances and Reporting 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with such disclosures relating timeframes, distribution priority and other terms set forth in the transaction agreements.* 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the CompanyServicer’s investor records, any Third-Party Originator and or such other number of days specified in the Mortgage Loans reasonably believed by transaction agreements. 1122(d)(3)(iv) Amounts remitted to investors per the Purchaserinvestor reports agree with cancelled checks, the Master Servicer or any Depositor other form of payment, or custodial bank statements. *Solely with respect to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.remittances
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2012-A), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2010-A)
Intent of the Parties; Reasonableness. The Purchaser Initial Owner and the Company acknowledge and agree that the purpose of Article II of this Regulation Reg AB Addendum is to facilitate compliance by the Purchaser Initial Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser Initial Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Initial Owner, any Master Servicer nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserInitial Owner, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser Initial Owner and any Master Servicer to deliver to the Purchaser Initial Owner (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Initial Owner, the Master Servicer or any Depositor to permit the PurchaserInitial Owner, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Initial Owner or any Depositor to be necessary in order to effect such compliance. For purposes The Initial Owner (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Lehman XS Trust Series 2007-15n), Sale and Servicing Agreement (Lehman XS Trust Series 2007-2n)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article II of this Regulation Reg AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation Reg AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Banc of America Funding Corp, Assignment and Assumption Agreement (Luminent Mortgage Trust 2006-6)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article II of this Regulation Reg AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation Reg AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-asset backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. The Purchaser (including any of its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment to comply with Regulation AB and the Company also acknowledge and agree that Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Reg AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction. The Purchaser and the Company also acknowledge and agree that this Reg AB Addendum is intended to supplement the terms of the Agreement and, to the extent inconsistent, the rights and obligations under the Agreement shall continue to apply with respect to any Reconstitution (as defined in the Agreement) that is not covered by the definition of “Securitization Transfer” in this Reg AB Addendum; provided, however, that the requirement to provide an accountants’ report pursuant to Section 11.21 of the Agreement shall be deemed satisfied with respect to any Reconstitution that occurs on or following January 1, 2006 by providing an accountants’ attestation that satisfies the requirements of Section 2.05(a)(ii) of this Reg AB Addendum. For purposes of this Regulation Reg AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation Xxxxxxx Sachs Mortgage Company and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailmail or fax.
Appears in 2 contracts
Samples: Sale and Servicing Agreement (GSR Mortgage Loan Trust 2006-9f), Sale and Servicing Agreement (GSR Mortgage Loan Trust 2006-10f)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 31 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. Furthermore, the Purchaser and the Seller agree that if any such changes in the interpretations of the requirements of Regulation AB materially affect this Article 31, then the Purchaser and the Seller will amend such affected provisions in accordance with this Section 31. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Assignment and Recognition Agreement (Morgan Stanley ABS Capital I Inc. IXIS Real Estate Capital Trust 2007-He1), Assignment and Recognition Agreement (Natixis Real Estate Capital Trust 2007-He2)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. The Purchaser agrees to provide the Company with reasonable prior notice of requests for information. The Purchaser and the Company also acknowledge and agree that Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Regulation AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation Barclays Bank PLC and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailmail at such addresses as provided for notice under the Agreement.
Appears in 2 contracts
Samples: Flow Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2012-4), Flow Mortgage Loan Sale and Servicing Agreement (Sequoia Mortgage Trust 2012-2)
Intent of the Parties; Reasonableness. The Purchaser Each of the Issuer, the Depositor, the Seller, the Servicer and the Company acknowledge Indenture Trustee acknowledges and agree agrees that the purpose of Part II of this Regulation AB Addendum Appendix B is to facilitate compliance by the Purchaser Issuer, the Depositor, the Seller, the Servicer and any Depositor the Indenture Trustee with the provisions of Regulation AB and the related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Issuer nor any Depositor the Seller shall exercise its right to request delivery of information information, reports or other performance under these provisions other than in good faith, or for purposes other than compliance with Regulation AB. Each of the Securities ActIssuer, the Exchange Act Seller and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise. For so long as the Issuer is subject to the reporting requirements under the Securities Exchange Act of 1934, as amended, each of the Issuer, the Depositor, the Seller, the Servicer and the Indenture Trustee hereby agrees to reasonably comply with all reasonable requests made by any of the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser other parties hereto (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statementsas the case may be, in good faith for delivery of such information or reports, certificationsincluding, records without limitation, any Servicer compliance statements and any other information necessary in reports (solely with respect to the good faith determination Servicer), and assessments of compliance and attestation, as may be required under the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions then-current interpretations of Regulation AB. The servicing criteria to be addressed in the Indenture Trustee’s assessment of compliance and attestation shall be set forth on Schedule I attached hereto and such assessments of compliance and attestations shall be provided by March 15th and shall only be required for years in which a 10-K is required to be filed. Appendix B-1 (2018-B Sale and Servicing Agreement) SCHEDULE I Servicing Criteria To Be Addressed In Assessment Of Compliance The assessment of compliance to be delivered by the Indenture Trustee, together shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”: Reference Criteria Cash Collection and Administration 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Investor Remittances and Reporting 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with such disclosures relating timeframes, distribution priority and other terms set forth in the transaction agreements.* 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the CompanyServicer’s investor records, any Thirdor such other number of days specified in the transaction agreements. 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. *Solely with respect to remittances Schedule-1 (2018-Party Originator B Sale and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.Servicing Agreement)
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2018-B), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2018-B)
Intent of the Parties; Reasonableness. The Purchaser Seller, the Depositor and the Company Servicer acknowledge and agree that the purpose of Article XII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Seller and any the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Seller or any the Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Seller nor any the Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer Seller or any the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transactionthe transactions contemplated by this Agreement, the Company Servicer shall cooperate fully with the Purchaser and any Master Servicer Seller to deliver to the Purchaser Seller (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)the Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Seller or any the Depositor to permit the Purchaser, such Master Servicer Seller or such the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Sub-Servicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, Seller or the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes The Seller (including any of this its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Seller’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Carrington Mortgage Loan Trust, Series 2007-Rfc1), Pooling and Servicing Agreement (Carrington Mortgage Loan Trust, Series 2006-Rfc1)
Intent of the Parties; Reasonableness. The Purchaser and the Company parties hereto acknowledge and agree that the purpose of Article XI of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and the related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Depositor nor any Depositor the Master Servicers shall exercise its right their rights to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act, the Sarbanes-Oxley Act and and, in each case, the rules and regulations of the Commission Cxxxxxxxxx xxxxeunder; provided that in all instances the reports and certificates contemplated by Sections 11.09, 11.10 and 11.11 shall be provided to the Rating Agencies as required thereunder; provided, however, that the Paying Agent shall be deemed to have satisfied any delivery requirements to the Rating Agencies thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)by making such reports and certificates available on its internet website. The Company acknowledges parties hereto acknowledge that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees agree to comply with reasonable requests made by the Purchaser, any Depositor or the applicable Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the requirements of Regulation AB. In connection with any Securitization Transactionthe J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-LDP9 Commercxxx Xxxxxxxe Pass-Through Certificates, Series 2006-LDP9, each of the Master Servicer, the Company Special Servicer and the Paying Agent shall cooperate fully with the Purchaser Depositor and any Master Servicer the Paying Agent, as the case may be, to deliver or make available to the Purchaser Depositor or the Paying Agent (including any of its their assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information (in its possession or reasonably attainable) necessary in the good faith determination of the Purchaser Depositor or any Depositor the Paying Agent, as applicable, to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Companyapplicable Master Servicer, any Third-Party Originator the Special Servicer, the Trustee and the Paying Agent, as applicable, and any Sub-Servicer, or the servicing of the Mortgage Loans Loans, reasonably believed by the PurchaserDepositor or the Paying Agent, the Master Servicer or any Depositor as applicable, in good faith to be necessary in order to effect such compliance. Each party to this Agreement shall have a reasonable period of time to comply with any written request made under this Section 11.01, but in any event, shall, upon reasonable advance written request, provide information in sufficient time to allow the Depositor or the Paying Agent, as applicable, to satisfy any related filing requirements. For purposes of this Regulation AB AddendumArticle XI, to the term “Purchaser” extent any party has an obligation to exercise commercially reasonable efforts to cause a third party to perform, such party hereunder shall refer not be required to Redwood Residential Acquisition Corporation and its successors bring any legal action against such third party in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailconnection with such obligation.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-Ldp9), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-Ldp9)
Intent of the Parties; Reasonableness. T The Purchaser and the Company acknowledge and agree that the purpose of Section 32 of this Regulation AB Addendum is Agreement is, by cooperating in good faith with the Purchaser, to facilitate compliance by enable the Purchaser and any Depositor designated by the Purchaser to comply with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to cooperate in good faith to comply with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully in good faith with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable judgment, to strictly comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-3), Servicing Agreement (GSAA Home Equity Trust 2006-19)
Intent of the Parties; Reasonableness. The Purchaser Owner and the Company Servicer acknowledge and agree that the purpose of Article XIV of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Servicer acknowledges that investors in privately offered securities may require that the Purchaser Owner or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) and the Xxxxxxxx-Xxxxx Act. The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserOwner, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Servicer shall cooperate fully with the Purchaser Owner and any Master Servicer to deliver to the Purchaser Owner (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Owner, the Master Servicer or any Depositor to permit the PurchaserOwner, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyServicer, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Owner or any Depositor to be necessary in order to effect such compliance. For purposes In the event of any conflict between Article XIV and any other term or provision in this Agreement, the provisions of Article XIV shall control. Notwithstanding anything to the contrary in this Agreement, the Servicer shall be under no obligation to provide information that the Owner or any Depositor deems required under Regulation AB Addendumif (i) Servicer does not believe that such information is required under Regulation AB and (ii) Servicer is not providing such information for its own securitizations unless the Owner or the related Depositor pays all reasonable costs incurred by Servicer in connection with the preparation and delivery of such information and Servicer is given reasonable time to establish the necessary systems and procedures to produce such information. The Owner (including any of its assignees or designees) shall cooperate with the Servicer by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the term “Purchaser” shall refer Owner’s reasonable judgment, to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailcomply with Regulation AB.
Appears in 2 contracts
Samples: Servicing Agreement (Deutsche Alt-B Securities Mortgage Loan Trust, Series 2007-Ab1), Servicing Agreement (Deutsche Alt-a Securities Mortgage Loan Trust, Series 2007-1)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of this Regulation Reg AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation Reg AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation Reg AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. The Purchaser and the Company also acknowledge and agree that Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Reg AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction. For purposes of this Regulation Reg AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation RWT Holdings, Inc. and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Sequoia Mortgage Trust 2007-1), Sale and Servicing Agreement (Sequoia Mortgage Trust 2007-4)
Intent of the Parties; Reasonableness. The Purchaser Seller and the Company Purchaser acknowledge and agree that the purpose of this Regulation AB Addendum Article XII of this Agreement is to facilitate compliance by the Purchaser Seller and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Purchaser acknowledges that investors in privately offered securities may require that the Purchaser Seller or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser Seller nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and and, in each case, the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) and the Xxxxxxxx-Xxxxx Act. The Company Purchaser acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the PurchaserSeller, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of established and evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company Purchaser shall cooperate fully with the Purchaser Seller and any Master Servicer to deliver to the Purchaser Seller (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Seller, the Master Servicer or any Depositor to permit the PurchaserSeller, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanyPurchaser, any Third-Party Originator Subservicer and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Seller or any Depositor to be necessary in order to effect such compliance. For purposes In the event of any conflict between this Article XII and any other term or provision in this Agreement, the provisions of this Article XII shall control. The Seller (including any of its assignees or designees) shall cooperate the Purchaser by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Seller's reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Interim Servicing Agreement (Merrill Lynch Investors Trust, Series 2006-A2), Interim Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-A4)
Intent of the Parties; Reasonableness. The Purchaser and the Company parties hereto acknowledge and agree that the purpose of Sections 4.01(b), 6.04 and 11.02 through 11.05 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser Purchaser, any Master Servicer or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization TransactionTransaction where the Seller is an originator of the related Mortgage Loans, the Company shall Seller agrees to cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of ), any Master Servicer or and any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of any Master Servicer and the Purchaser or any Depositor (in each case, made in consultation with the Seller) to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor (in consultation with the Seller) to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB. The parties hereto acknowledge and agree that, in connection with a Securitization Transaction, (i) no party shall file with the Commission any report contemplated by Item 1122 of Regulation AB Addendumwith respect to the Seller, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In additionServicer, any notice Subservicer or request that must be “in writing” any Subcontractor if such entity’s activities relate to five percent (5%) or “written” may be made less of the asset pool of such Securitization Transaction or sub-pool thereof, and (ii) no party shall file with the Commission any servicer compliance statement contemplated by electronic mailItem 1123 of Regulation AB with respect to the Seller, the Servicer, any Subservicer or any Subcontractor if such entity’s activities relate to less than ten percent (10%) of the asset pool of such Securitization Transaction or sub-pool thereof.
Appears in 2 contracts
Samples: Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2007-1f), Warranties and Servicing Agreement (GSR Mortgage Loan Trust 2007-2f)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article 2 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or and Section 302 of the provision in a private offering Sarbanes Oxley Act. Although Regulation AB is applicable by its terms only to offerings of disclosure comparable to asset-backed securities that required are registered under the Securities Act), the parties acknowledge that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. The parties agree over time to negotiate in good faith with respect to the provision of comparable disclosure in private offerings. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply negotiate in good faith with reasonable requests made by the Purchaser, any Master Servicer Purchaser or any Depositor in good faith with regard to any reasonable requests for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, and any parties or items identified in writing by the Purchaser, including, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser agrees that it will cooperate with the Company and provide sufficient and timely notice of this any information requirements pertaining to a Securitization Transaction. The Purchaser will make all reasonable efforts to contain requests for information, reports or any other materials to items required for compliance with Regulation AB AddendumAB, the term “Purchaser” and shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or not request that must be “in writing” or “written” may be made by electronic mailinformation which is not required for such compliance.
Appears in 2 contracts
Samples: Servicing Agreement (HSI Asset Securitization CORP Trust 2006-He2), Servicing Agreement (HSI Asset Securitization CORP Trust 2006-He1)
Intent of the Parties; Reasonableness. The Purchaser and the Company Seller acknowledge and agree that the purpose of Section 13 of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made in good faith by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation ABAB that are based on interpretive guidance provided by the Commission or its staff or consensus among participants in the asset-backed securities markets and to cooperate with the Purchaser with respect to any such requests that are based on advice of counsel or otherwise. In connection with any Securitization Transaction, the Company Seller shall cooperate fully with the Purchaser and any the Master Servicer to deliver to the Purchaser and the Master Servicer (including any of its their assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such the Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the CompanySeller, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Seller by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Master Mortgage Loan Purchase and Interim Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Nc2), Master Mortgage Loan Purchase and Interim Servicing Agreement (Citigroup Mortgage Loan Trust 2006-Nc1)
Intent of the Parties; Reasonableness. The Purchaser and the Company acknowledge and agree that the purpose of Article XIII of this Regulation AB Addendum Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereofCommission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and offerings to the Company also acknowledge and agree extent that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentscomparable disclosure becomes industry standard in similar transactions. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the provisions of Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act)) that are applicable to any Securitization Transaction. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor cooperate in good faith for with the Purchaser or any Depositor, upon a request made in good faith, regarding the Company's delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully as set forth herein with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested)Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer Purchaser or any Depositor to be necessary in order to effect such compliance. For purposes The Purchaser (including any of this its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser's reasonable good faith judgment, to comply with Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mailAB.
Appears in 2 contracts
Samples: Custodial Agreement (GSAA Home Equity Trust 2006-3), Custodial Agreement (GSAA Home Equity Trust 2006-3)
Intent of the Parties; Reasonableness. The Purchaser Each of the Issuer, the Depositor, the Seller, the Servicer and the Company acknowledge Indenture Trustee acknowledges and agree agrees that the purpose of Part II of this Regulation AB Addendum Appendix B is to facilitate compliance by the Purchaser Issuer, the Depositor, the Seller, the Servicer and any Depositor the Indenture Trustee with the provisions of Regulation AB and the related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Issuer nor any Depositor the Seller shall exercise its right to request delivery of information information, reports or other performance under these provisions other than in good faith, or for purposes other than compliance with Regulation AB. Each of the Securities ActIssuer, the Exchange Act Seller and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise. For so long as the Issuer is subject to the reporting requirements under the Securities Exchange Act of 1934, as amended, each of the Issuer, the Depositor, the Seller, the Servicer and the Indenture Trustee hereby agrees to reasonably comply with all reasonable requests made by any of the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser other parties hereto (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statementsas the case may be, in good faith for delivery of such information or reports, certificationsincluding, records without limitation, any Servicer compliance statements and any other information necessary in reports (solely with respect to the good faith determination Servicer), and assessments of compliance and attestation, as may be required under the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions then-current interpretations of Regulation AB. The servicing criteria to be addressed in the Indenture Trustee’s assessment of compliance and attestation shall be set forth on Schedule I attached hereto and such assessments of compliance and attestations shall be provided by March 15th and shall only be required for years in which a 10-K is required to be filed. Appendix B-1 (2019-A Sale and Servicing Agreement) SCHEDULE I Servicing Criteria To Be Addressed In Assessment Of Compliance The assessment of compliance to be delivered by the Indenture Trustee, together shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”: Reference Criteria Cash Collection and Administration 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Investor Remittances and Reporting 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with such disclosures relating timeframes, distribution priority and other terms set forth in the transaction agreements.* 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the CompanyServicer’s investor records, any Third-Party Originator and or such other number of days specified in the Mortgage Loans reasonably believed by transaction agreements. 1122(d)(3)(iv) Amounts remitted to investors per the Purchaserinvestor reports agree with cancelled checks, the Master Servicer or any Depositor other form of payment, or custodial bank statements. * Solely with respect to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.remittances
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Hyundai Abs Funding LLC), Sale and Servicing Agreement (Hyundai Abs Funding LLC)
Intent of the Parties; Reasonableness. The Purchaser Each of the Issuer, the Depositor, the Seller, the Servicer and the Company acknowledge Indenture Trustee acknowledges and agree agrees that the purpose of Part II of this Regulation AB Addendum Appendix B is to facilitate compliance by the Purchaser Issuer, the Depositor, the Seller, the Servicer and any Depositor the Indenture Trustee with the provisions of Regulation AB and the related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings. The Purchaser and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendmentsCommission. Neither the Purchaser Issuer nor any Depositor the Seller shall exercise its right to request delivery of information information, reports or other performance under these provisions other than in good faith, or for purposes other than compliance with Regulation AB. Each of the Securities ActIssuer, the Exchange Act Seller and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise. For so long as the Issuer is subject to the reporting requirements under the Securities Exchange Act of 1934, as amended, each of the Issuer, the Depositor, the Seller, the Servicer and the Indenture Trustee hereby agrees to reasonably comply with all reasonable requests made by any of the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser other parties hereto (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statementsas the case may be, in good faith for delivery of such information or reports, certificationsincluding, records without limitation, any Servicer compliance statements and any other information necessary in reports (solely with respect to the good faith determination Servicer), and assessments of compliance and attestation, as may be required under the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions then-current interpretations of Regulation AB. The servicing criteria to be addressed in the Indenture Trustee’s assessment of compliance and attestation shall be set forth on Schedule I attached hereto and such assessments of compliance and attestations shall be provided by March 15th and shall only be required for years in which a 10-K is required to be filed. Appendix B-1 (2016-B Sale and Servicing Agreement) SCHEDULE I Servicing Criteria To Be Addressed In Assessment Of Compliance The assessment of compliance to be delivered by the Indenture Trustee, together shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”: Reference Criteria Cash Collection and Administration 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Investor Remittances and Reporting 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with such disclosures relating timeframes, distribution priority and other terms set forth in the transaction agreements.* 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the CompanyServicer’s investor records, any Thirdor such other number of days specified in the transaction agreements. 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. *Solely with respect to remittances Schedule-1 (2016-Party Originator B Sale and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.Servicing Agreement)
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2016-B), Sale and Servicing Agreement (Hyundai Abs Funding LLC)