Common use of Loan Files Clause in Contracts

Loan Files. The related Loan File contains the following Loan Documents (which may include microfiche or other electronic copies of the Loan Documents to the extent provided in the Custodial Agreement): (A) for Loans other than Loans described in clause (B) below, at least one original of each Loan (or, if the Loan and promissory note are contained in separate documents, an original of the promissory note); provided, however, that the original Loan may have been removed from the Loan File in accordance with the Custodial Agreement for the performance of collection services and other routine servicing requirements; and (B) for Loans relating to Timeshare Properties located in Resorts in North Carolina or South Carolina with respect to which two originals of such Loans have been executed, each original Loan is in the Loan File, and each contains the following legend (whether by stamp or otherwise) on its face: “THIS COPY IS ONE OF TWO ORIGINALS, AND WAS EXECUTED SOLELY FOR RECORDATION. TO THE EXTENT THAT POSSESSION OF THIS CONTRACT IS REQUIRED TO TRANSFER OR PERFECT A TRANSFER OF ANY INTEREST IN OR TO THIS CONTRACT, POSSESSION OF THE OTHER ORIGINAL HEREOF IS REQUIRED”; and (C) for Loans with respect to which the related Timeshare Property has been deeded out to the related Obligor: (1) a copy of the deed for such Timeshare Property; and (2) the original recorded Mortgage (or a copy thereof, if applicable, for Mortgages that have been submitted for recording as set forth herein) and Assignments of Mortgages in favor of the Collateral Agent (or a copy of such recorded Mortgage or Assignment of Mortgage, as the case may be, certified to be a true and complete copy thereof, if the original of the recorded Mortgage or Assignment of Mortgage is lost or destroyed), provided that, in the case of any Loan with respect to which the related Mortgage and/or deed has been removed from the Loan File for review and recording in the local real property recording office: (x) the original Mortgage shall have been returned to the Loan File no later than (1) 180 days from the related loan closing date (in the case of Loans (other than Green Loans) relating to Timeshare Properties located in the State of Florida), (2) 180 days from the date on which the related Timeshare Property is required to be deeded to an Obligor in the case of Green Loans relating to Timeshare Properties located in the State of Florida or Loans relating to Timeshare Properties located in any state other than Florida, Nevada, North Carolina, South Carolina or Virginia or (3) 210 days from the date on which the related Timeshare Property is required to be deeded to an Obligor with respect to Timeshare Properties located in Nevada, North Carolina, South Carolina or Virginia and (y) in the case of any Loan (other than a Green Loan) relating to a Timeshare Property located in the State of Florida, the Loan File shall contain one or more certificates from FRI’s applicable title agents in Florida to the effect that the related Mortgage has been delivered for purposes of recordation to the appropriate local real property recording office.

Loan Files. The (a) On or prior to the second (2nd) Business Day prior to the related Transfer Date, the Seller shall deliver to the Custodian (as agent on behalf of the Purchaser and the Agent) each of the documents and instruments in the related Loan File contains the following Loan Documents (which may include microfiche or other electronic copies of the Loan Documents to the extent provided Files, as listed in the Custodial Agreement): (A) for Loans other than Loans described in clause (B) belowSchedule 4 hereto, at least one original of each Loan (or, if the Loan and promissory note are contained in separate documents, an original of the promissory note); provided, however, that the original Loan may have been removed from the Loan File in accordance with the Custodial Agreement for the performance of collection services and other routine servicing requirements; and (B) for Loans relating to Timeshare Properties located in Resorts in North Carolina or South Carolina with respect to which two originals of each Venture Loan and Warrant to be transferred by the Seller to the Purchaser on such Loans have been executed, each original Loan is in the Loan File, and each contains the following legend (whether by stamp or otherwise) on its face: “THIS COPY IS ONE OF TWO ORIGINALS, AND WAS EXECUTED SOLELY FOR RECORDATION. TO THE EXTENT THAT POSSESSION OF THIS CONTRACT IS REQUIRED TO TRANSFER OR PERFECT A TRANSFER OF ANY INTEREST IN OR TO THIS CONTRACT, POSSESSION OF THE OTHER ORIGINAL HEREOF IS REQUIRED”; anddate. (Cb) for Loans The Seller hereby represents and warrants to the Purchaser, the Agent and the Lender, as of the Initial Funding Date with respect to which the Initial Eligible Venture Loans and related Timeshare Property has been deeded out Warrants and if applicable, Subsequent Seller Advances, and hereby agrees and acknowledges that on each Subsequent Transfer Date and (with respect to Substitute Venture Loans) on each related Transfer Date it shall be deemed to have represented and warranted, as of such date with respect to the related Obligor: Subsequent Venture Loans and related Warrants and Substitute Venture Loans and related Warrants (1) a copy of as the deed for such Timeshare Property; and case may be), that: (2i) the original recorded Mortgage (Custodian is in possession of all Loan Files with respect to the Venture Loans and Warrants sold or a copy thereof, if applicable, for Mortgages that have been submitted for recording as set forth herein) transferred by it hereunder and Assignments of Mortgages in favor of under the Collateral Agent (or a copy of such recorded Mortgage or Assignment of Mortgagerelated Subsequent Transfer Instrument, as the case may be, certified on such date, and each such Loan File contains all documents composing such Loan File as set forth in Section 2.2(a); and (ii) the Seller has made (and has caused the Servicer to be a true make) the appropriate entries in its general accounting records to indicate that the related Venture Loans and complete copy thereof, if Warrants have been transferred to the original Purchaser on such date and constitute part of the recorded Mortgage or Assignment Purchased Assets in accordance with the terms of Mortgage this Agreement. (c) Each of the Purchaser and the Agent is lost or destroyedhereby appointed as the attorney in-fact of the Seller with the power to prepare, execute and record assignments of the Venture Loans and the assignments of any related Warrants, and to otherwise act as set forth in Section 9.14(b), provided that, in the event that the Seller fails to do so on a timely basis as provided in this Section 2.2. (d) No later than two (2) Business Days prior to the related Transfer Date, the Seller covenants that it will make the related Loan Files available to the Purchaser or its agent for examination. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the Loan Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, the Seller shall make the Loan Files available to the Purchaser and the Agent and their respective agents from time to time during normal business hours so as to permit the Purchaser and the Agent to confirm the Seller’s compliance with the delivery and recordation requirements of this Agreement. In addition, upon the reasonable request of the Purchaser or the Agent, the Seller agrees to provide to the Purchaser and the Agent (as the case of any may be) written information regarding the Venture Loans and related Warrants and their origination, processing, administration and servicing, to make the documents required to be included in the Loan Files available to the Purchaser and the Agent and to make available personnel knowledgeable about the Venture Loans and related Warrants and their origination, processing, administration and servicing for discussions with the Purchaser and the Agent, and to otherwise permit the Purchaser and the Agent to conduct such due diligence with respect to which the Seller and the Venture Loans and related Mortgage and/or deed has been removed from the Loan File for review and recording in the local real property recording office: (x) the original Mortgage shall have been returned to the Loan File no later than (1) 180 days from the related loan closing date (in the case of Loans (other than Green Loans) relating to Timeshare Properties located in the State of Florida), (2) 180 days from the date on which the related Timeshare Property Warrants as any such party believes is required to be deeded to an Obligor in the case of Green Loans relating to Timeshare Properties located in the State of Florida or Loans relating to Timeshare Properties located in any state other than Florida, Nevada, North Carolina, South Carolina or Virginia or (3) 210 days from the date on which the related Timeshare Property is required to be deeded to an Obligor with respect to Timeshare Properties located in Nevada, North Carolina, South Carolina or Virginia and (y) in the case of any Loan (other than a Green Loan) relating to a Timeshare Property located in the State of Florida, the Loan File shall contain one or more certificates from FRI’s applicable title agents in Florida to the effect that the related Mortgage has been delivered for purposes of recordation to the appropriate local real property recording officeappropriate.

Loan Files. The related Loan File contains the following Loan Documents (which may include microfiche or other electronic copies of the Loan Documents to the extent provided in the Custodial Agreement): (A) for Loans other than Loans described in clause (B) below, at least one original of each Loan (or, if the Loan and promissory note are contained in separate documents, an original of the promissory note); providedPROVIDED, howeverHOWEVER, that the original Loan may have been removed from the Loan File in accordance with the Custodial Agreement for the performance of collection services and other routine servicing requirements; and (B) for Loans relating to Timeshare Properties located in Resorts in North Carolina or South Carolina with respect to which two originals of such Loans have been executed, each original Loan is in the Loan File, and each contains the following legend (whether by stamp or otherwise) on its face: “"THIS COPY IS ONE OF TWO ORIGINALS, AND WAS EXECUTED SOLELY FOR RECORDATION. TO THE EXTENT THAT POSSESSION OF THIS CONTRACT IS REQUIRED TO TRANSFER OR PERFECT A TRANSFER OF ANY INTEREST IN OR TO THIS CONTRACT, POSSESSION OF THE OTHER ORIGINAL HEREOF IS REQUIRED”"; and (C) for Loans with respect to which the related Timeshare Property has been deeded out to the related Obligor: (1) a copy of the deed for such Timeshare Property; and (2) the original recorded Mortgage (or a copy thereof, if applicable, for Mortgages that have been submitted for recording as set forth herein) and Assignments of Mortgages in favor of the Collateral Agent (or a copy of such 26 recorded Mortgage or Assignment of Mortgage, as the case may be, certified to be a true and complete copy thereof, if the original of the recorded Mortgage or Assignment of Mortgage is lost or destroyed), provided that, PROVIDED that in the case of any Loan with respect to which the related Mortgage and/or deed has been removed from the Loan File for review and recording in the local real property recording office: (x) the original Mortgage shall not have been returned to the Loan File no later at such real property recording office more than (1) 180 days from the related loan closing date (in the case of Loans (other than Green Loans) relating to Timeshare Properties located in the State of Florida), ) or (2) 180 days from the date on which the related Timeshare Property is required to be deeded to an Obligor (in the case of Green Loans relating to Timeshare Properties located in the State of Florida or Loans relating to Timeshare Properties located in any state other than Florida, Nevada, North Carolina, South Carolina or Virginia or (3State) 210 days from the date on which the related Timeshare Property is required to be deeded to an Obligor with respect to Timeshare Properties located in Nevada, North Carolina, South Carolina or Virginia and (y) in the case of any Loan (other than a Green Loan) relating to a Timeshare Property located in the State of Florida, the Loan File shall contain one or more certificates from FRI’s 's applicable title agents in Florida to the effect that the related Mortgage has been delivered for purposes of recordation to the appropriate local real property recording office.

Loan Files. In connection with each sale, transfer, assignment and ---------- conveyance pursuant to Section 2.1(a) or 2.1(b) by the Seller, the Seller shall deliver, or cause to be delivered, to the Trustee on or prior to the Closing Date or the Subsequent Transfer Date, as applicable, the following documents or instruments with respect to each Home Equity Loan conveyed on such date: (i) The original Mortgage Note endorsed "The First National Bank of Chicago, as Trustee, without recourse" by the Seller (which endorsement may be manual or facsimile signature); (ii) The related Loan File contains original Mortgage with evidence of recording indicated thereon; (iii) All original intervening assignments with evidence of recording thereon (other than such assignments not required to be recorded pursuant to Section 2.4(k)); (iv) an Assignment from the following Loan Documents (which may include microfiche or other electronic copies of the Loan Documents Seller to the extent provided Trustee, which Assignment shall be in the Custodial Agreement):form and substance for recording, but shall not be recorded except as required below; (Av) for Loans other than Loans described in clause (B) below, at least one the original of each Loan any guarantee executed in connection with the Mortgage Note; (orvi) Originals of all assumption, if modification and substitution agreements in those instances where the Loan and promissory note are contained in separate documents, an original terms or provisions of the promissory note); provided, however, that the original Loan may a Mortgage or Mortgage Note have been removed from the Loan File in accordance with the Custodial Agreement for the performance of collection services and other routine servicing requirementsmodified or such Mortgage or Mortgage Note has been assumed; and (Bvii) for Loans relating to Timeshare Properties located in Resorts in North Carolina or South Carolina with respect to which two originals The original policy of such Loans have been executed, each original Loan is in the Loan File, and each contains the following legend (whether by stamp or otherwise) on its face: “THIS COPY IS ONE OF TWO ORIGINALS, AND WAS EXECUTED SOLELY FOR RECORDATION. TO THE EXTENT THAT POSSESSION OF THIS CONTRACT IS REQUIRED TO TRANSFER OR PERFECT A TRANSFER OF ANY INTEREST IN OR TO THIS CONTRACT, POSSESSION OF THE OTHER ORIGINAL HEREOF IS REQUIRED”; and (C) for Loans with respect to which the related Timeshare Property has been deeded out to the related Obligor: (1) a copy of the deed for such Timeshare Property; and (2) the original recorded Mortgage title insurance (or a copy thereofpreliminary title report, binder or commitment if applicablethe original title insurance policy has not been received from the insurance company). Notwithstanding anything to the contrary contained in this Section 2.1(d), for Mortgages that have been submitted for in those instances where the public recording as set forth herein) and office retains the original Mortgage, the Assignment of the Mortgage or the intervening Assignments of Mortgages in favor the Mortgage after it has been recorded, the Seller shall be deemed to have satisfied its obligations hereunder upon delivery to the Trustee of the Collateral Agent (or a copy of such recorded Mortgage or Assignment of Mortgage, as such Assignment or Assignments of Mortgage certified by the case may be, certified public recording office to be a true and complete copy thereof, if the original of the recorded original thereof. As promptly as practicable, but in no event more than 45 days following the Downgrade Date, (i) the Seller shall, at the Master Servicer's expense, deliver to the Trustee, the Insurer and the Rating Agencies an Opinion of Counsel satisfactory to the Rating Agencies, as evidenced in writing, and the Insurer to the effect that recording is not required and no other action on the part of the Seller is required (other than such actions as have been taken) to protect the Trustee's right, title and interest in and to the related Mortgage and Mortgage Note or (ii) the Trustee shall (if the requirements of clause (i) have not been satisfied by the Seller), at the Master Servicer's expense, record within such 45-day period the Assignments (which may be a blanket assignment if permitted by applicable law), with respect to the Home Equity Loans in its possession, in the appropriate real property or other records. In the event that the Trustee is required record such Assignments pursuant to clause (ii) in the preceding sentence, it shall so record such Assignments whether or not the Master Servicer has provided amounts to the Trustee to cover the costs of such recording, provided that nothing herein shall be deemed to relieve the Master Servicer of its obligation to bear the costs of such recordation. Within 60 days following the Closing Date, with respect to the Initial Loans, and following the related Subsequent Transfer Date, with respect to each Subsequent Loan, the Trustee shall review each Loan File to determine that all required documents set forth in each item of the first paragraph of this Section 2.1(d) have been executed and received and that such documents relate to the Home Equity Loans identified on the applicable Loan Schedule. For purposes of this determination, the Trustee may rely on the purported due execution and genuineness of any signature thereon. If within such 60 day period the Trustee finds that any document constituting a part of a Loan File was not executed, defective or received or is unrelated to the Home Equity Loans identified in the applicable Loan Schedule (in this Section 2.1(d), a "defect"), the Trustee shall promptly upon the conclusion of its review notify the Seller and the Insurer. The Seller shall have a period of 90 days from receipt of such notice within which to correct or cure any such defect after the Seller has been notified of such. If the Seller cannot correct or cure any such defect with respect to a Home Equity Loan within such 90 day period, it shall comply with the provisions of Section 2.2(b) hereof. If recordation of any Assignment of Mortgage is lost or destroyed)required hereunder, provided that, in the case of any Loan with respect to which the related Mortgage and/or deed has been removed from the Loan File for review and recording in the local real property recording office: (x) the original Mortgage of each such recorded Assignment shall have been returned be delivered to the Loan File no later than (1) 180 Trustee within 10 days from the related loan closing date (in the case of Loans (other than Green Loans) relating to Timeshare Properties located in the State of Florida), (2) 180 days from following the date on which it is returned to the related Timeshare Property is required to be deeded to an Obligor in Seller by the case office with which such Assignment was filed for recordation. Upon receipt by the Trustee of Green Loans relating to Timeshare Properties located in the State recorded Assignment, such recorded Assignment shall become part of Florida or Loans relating to Timeshare Properties located in any state other than Florida, Nevada, North Carolina, South Carolina or Virginia or (3) 210 days from the date on which the related Timeshare Property is required to be deeded to an Obligor with respect to Timeshare Properties located in Nevada, North Carolina, South Carolina or Virginia and (y) in the case of any Loan (other than a Green Loan) relating to a Timeshare Property located in the State of Florida, the Loan File shall contain one or more certificates from FRI’s applicable title agents in Florida to the effect that the related Mortgage has been delivered for purposes of recordation to the appropriate local real property recording officeFile.

Loan Files. The related Loan File contains the following Loan Documents (which may include microfiche or other electronic copies of the Loan Documents to the extent provided in the Custodial Agreement): (A) for Loans other than Loans described in clause (B) below, at least one original of each Loan (or, if the Loan and promissory note are contained in separate documents, an original of the promissory note); provided, however, that the original Loan may have been removed from the Loan File in accordance with the Custodial Agreement for the performance of collection services and other routine servicing requirements; and (B) for Loans relating to Timeshare Properties located in Resorts in North Carolina or South Carolina with respect to which two originals of such Loans have been executed, each original Loan is in the Loan File, and each contains the following legend (whether by stamp or otherwise) on its face: “THIS COPY IS ONE OF TWO ORIGINALS, AND WAS EXECUTED SOLELY FOR RECORDATION. TO THE EXTENT THAT POSSESSION OF THIS CONTRACT IS REQUIRED TO TRANSFER OR PERFECT A TRANSFER OF ANY INTEREST IN OR TO THIS CONTRACT, POSSESSION OF THE OTHER ORIGINAL HEREOF IS REQUIRED”; and (C) for Loans with respect to which the related Timeshare Property has been deeded out to the related Obligor: (1) a copy of the deed for such Timeshare Property; and (2) the original recorded Mortgage (or a copy thereof, if applicable, for Mortgages that have been submitted for recording as set forth herein) and Assignments of Mortgages in favor of the Collateral Agent (or a copy of such recorded Mortgage or Assignment of Mortgage, as the case may be, certified to be a true and complete copy thereof, if the original of the recorded Mortgage or Assignment of Mortgage is lost or destroyed), provided that, in the case of any Loan with respect to which the related Mortgage and/or deed has been removed from the Loan File for review and recording in the local real property recording office: (x) the original Mortgage document shall have been returned to the Loan File no later than (1) 180 210 days from the related loan closing date (in the case of Loans (other than Green Loans) relating to Timeshare Properties located in the State of Florida), (2) 180 210 days from the date on which the related Timeshare Property is required to be deeded to an Obligor in the case of Green Loans relating to Timeshare Properties located in the State of Florida or Loans relating to Timeshare Properties located in any state other than Florida, Nevada, North Carolina, South Carolina or Virginia or ; (3) 210 days from the date on which the related Timeshare Property is required to be deeded to an Obligor with respect in the state of Hawaii, Nevada or New Jersey and (4) in all other states 180 days from the date on which the related Timeshare Property is required to Timeshare Properties located in Nevada, North Carolina, South Carolina or Virginia be deeded to an Obligor and (y) in the case of any Loan (other than a Green Loan) relating to a Timeshare Property located in the State of Florida, the Loan File shall contain one or more certificates from FRIWVRI’s applicable title agents in Florida to the effect that the related Mortgage has been delivered for purposes of recordation to the appropriate local real property recording office.

Loan Files. The related Loan File contains the following Loan Documents (which may include microfiche or other electronic copies of the Loan Documents to the extent provided in the Custodial Agreement): (A) for Loans other than Loans described in clause (B) below, at least one original of each Loan (or, if the Loan and promissory note are contained in separate documents, an original of the promissory note); providedPROVIDED, howeverHOWEVER, that the original Loan may have been removed from the Loan File in accordance with the Custodial Agreement for the performance of collection services and other routine servicing requirements; and (B) for Loans relating to Timeshare Properties located in Resorts in North Carolina or South Carolina with respect to which two originals of such Loans have been executed, each original Loan is in the Loan File, File and each contains the following legend (whether by stamp or otherwise) on its face: “"THIS COPY IS ONE OF TWO ORIGINALS, AND WAS EXECUTED SOLELY FOR RECORDATION. TO THE EXTENT THAT POSSESSION OF THIS CONTRACT IS REQUIRED TO TRANSFER OR PERFECT A TRANSFER OF ANY INTEREST IN OR TO THIS CONTRACT, POSSESSION OF THE OTHER ORIGINAL HEREOF IS REQUIRED”"; and (C) for Loans with respect to which the related Timeshare Property has been deeded out to the related Obligor: (1) a copy of the deed for such Timeshare Property; and (2) the original recorded Mortgage (or a copy thereof, if applicable, for Mortgages that have been submitted for recording as set forth herein) and Assignments of Mortgages in favor of the Collateral Agent (or a copy of such recorded Mortgage or Assignment of Mortgage, as the case may be, certified to be a true and complete copy thereof, if the original of the recorded Mortgage or Assignment of Mortgage is lost or destroyed), provided that, PROVIDED that in the case of any Loan with respect to which the related Mortgage and/or deed has been removed from the Loan File for review and recording in the local real property recording office: (x) the original Mortgage shall not have been returned to the Loan File no later at such real property recording office more than (1) 180 days from the related loan closing date (in the case of Loans (other than Green Loans) relating to Timeshare Properties located in the State of Florida), ) or (2) 180 days from the date on which the related Timeshare Property is required to be deeded to an Obligor (in the case of Green Loans relating to Timeshare Properties located in the State of Florida or Loans relating to Timeshare Properties located in any state other than Florida, Nevada, North Carolina, South Carolina or Virginia or (3State) 210 days from the date on which the related Timeshare Property is required to be deeded to an Obligor with respect to Timeshare Properties located in Nevada, North Carolina, South Carolina or Virginia and (y) in the case of any Loan (other than a Green Loan) relating to a Timeshare Property located in the State of Florida, the Loan File shall contain one or more certificates from FRI’s the Seller's applicable title agents in Florida to the effect that the related Mortgage has been delivered for purposes of recordation to the appropriate local real property recording office.

Loan Files. In connection with such sale, transfer, assignment and ---------- conveyance by the Seller, the Seller shall deliver, or cause to be delivered, to the Trustee on or prior to the Closing Date the following documents or instruments with respect to each Home Equity Loan: (i) The original Mortgage Note endorsed "The First National of Chicago, as Trustee, without recourse" by the Seller (which endorsement may be manual or facsimile signature); (ii) The related Loan File contains original Mortgage with evidence of recording indicated thereon; (iii) All original intervening assignments with evidence of recording thereon (other than such assignments not required to be recorded pursuant to Section 2.4(k)); (iv) an Assignment from the following Loan Documents (which may include microfiche or other electronic copies of the Loan Documents Seller to the extent provided Trustee, which Assignment shall be in the Custodial Agreement):form and substance for recording, but shall not be recorded except as required below; (Av) for Loans other than Loans described in clause (B) below, at least one the original of each Loan any guarantee executed in connection with the Mortgage Note; (orvi) Originals of all assumption, if modification and substitution agreements in those instances where the Loan and promissory note are contained in separate documents, an original terms or provisions of the promissory note); provided, however, that the original Loan may a Mortgage or Mortgage Note have been removed from the Loan File in accordance with the Custodial Agreement for the performance of collection services and other routine servicing requirementsmodified or such Mortgage or Mortgage Note has been assumed; and (Bvii) for Loans relating to Timeshare Properties located in Resorts in North Carolina or South Carolina with respect to which two originals The original policy of such Loans have been executed, each original Loan is in the Loan File, and each contains the following legend (whether by stamp or otherwise) on its face: “THIS COPY IS ONE OF TWO ORIGINALS, AND WAS EXECUTED SOLELY FOR RECORDATION. TO THE EXTENT THAT POSSESSION OF THIS CONTRACT IS REQUIRED TO TRANSFER OR PERFECT A TRANSFER OF ANY INTEREST IN OR TO THIS CONTRACT, POSSESSION OF THE OTHER ORIGINAL HEREOF IS REQUIRED”; and (C) for Loans with respect to which the related Timeshare Property has been deeded out to the related Obligor: (1) a copy of the deed for such Timeshare Property; and (2) the original recorded Mortgage title insurance (or a copy thereofpreliminary title report, binder or commitment if applicablethe original title insurance policy has not been received from the insurance company). Notwithstanding anything to the contrary contained in this Section 2.1(b), for Mortgages that have been submitted for in those instances where the public recording as set forth herein) and office retains the original Mortgage, the Assignment of the Mortgage or the intervening Assignments of Mortgages in favor the Mortgage after it has been recorded, the Seller shall be deemed to have satisfied its obligations hereunder upon delivery to the Trustee of the Collateral Agent (or a copy of such recorded Mortgage or Assignment of Mortgage, as such Assignment or Assignments of Mortgage certified by the case may be, certified public recording office to be a true and complete copy thereof, if the original of the recorded original thereof. As promptly as practicable, but in no event more than 45 days following the Downgrade Date, the (i) the Seller shall, at the Master Servicer's expense, deliver to the Trustee, the Insurer and the Rating Agencies an Opinion of Counsel satisfactory to the Rating Agencies, as evidenced in writing, and the Insurer to the effect that recording is not required and no other action on the part of the Seller is required (other than such actions as have been taken) to protect the Trustee's right, title and interest in and to the related Mortgage and Mortgage Note or (ii) the Trustee shall (if the requirements of clause (i) have not been satisfied by the Seller), at the Master Servicer's expense, record within such 45-day period the Assignments (which may be a blanket assignment if permitted by applicable law), with respect to the Home Equity Loans in its possession, in the appropriate real property or other records. In the event that the Trustee is required record such Assignments pursuant to clause (ii) in the preceding sentence, it shall so record such Assignments whether or not the Master Servicer has provided amounts to the Trustee to cover the costs of such recording, provided that nothing herein shall be deemed to relieve the Master Servicer of its obligation to bear the costs of such recordation. Within 60 days following the Closing Date, the Trustee shall review each Loan File to determine that all required documents set forth in each item of the first paragraph of this Section 2.1(b) have been executed and received and that such documents relate to the Home Equity Loans identified on the Loan Schedule. For purposes of this determination, the Trustee may rely on the purported due execution and genuineness of any signature thereon. If within such 60 day period the Trustee finds that any document constituting a part of a Loan File was not executed, defective or received or is unrelated to the Home Equity Loans identified in the Loan Schedule (in this Section 2.2(b), a "defect"), the Trustee shall promptly upon the conclusion of its review notify the Seller and the Insurer. The Seller shall have a period of 90 days from receipt of such notice within which to correct or cure any such defect after the Seller has been notified of such. If the Seller cannot correct or cure any such defect with respect to a Home Equity Loan within such 90 day period, it shall comply with the provisions of Section 2.2(b) hereof. If recordation of any Assignment of Mortgage is lost or destroyed)required hereunder, provided that, in the case of any Loan with respect to which the related Mortgage and/or deed has been removed from the Loan File for review and recording in the local real property recording office: (x) the original Mortgage of each such recorded Assignment shall have been returned be delivered to the Loan File no later than (1) 180 Trustee within 10 days from the related loan closing date (in the case of Loans (other than Green Loans) relating to Timeshare Properties located in the State of Florida), (2) 180 days from following the date on which it is returned to the related Timeshare Property is required to be deeded to an Obligor in Seller by the case office with which such Assignment was filed for recordation. Upon receipt by the Trustee of Green Loans relating to Timeshare Properties located in the State recorded Assignment, such recorded Assignment shall become part of Florida or Loans relating to Timeshare Properties located in any state other than Florida, Nevada, North Carolina, South Carolina or Virginia or (3) 210 days from the date on which the related Timeshare Property is required to be deeded to an Obligor with respect to Timeshare Properties located in Nevada, North Carolina, South Carolina or Virginia and (y) in the case of any Loan (other than a Green Loan) relating to a Timeshare Property located in the State of Florida, the Loan File shall contain one or more certificates from FRI’s applicable title agents in Florida to the effect that the related Mortgage has been delivered for purposes of recordation to the appropriate local real property recording officeFile.