Obligations of Custodian. (a) Custodian shall maintain continuous custody of all items constituting the Mortgage Files in secure facilities in accordance with customary standards for such custody and shall reflect in its records the interest of Buyer therein. Each Mortgage Note and Credit Line Agreement, as applicable (and Assignment of Mortgage), shall be maintained in fire resistant facilities.
(b) With respect to the documents constituting each Mortgage File, Custodian shall (i) act exclusively as the bailee of, and custodian for, Buyer, (ii) hold all documents constituting such Mortgage File received by it for the exclusive use and benefit of Buyer, and (iii) make disposition thereof only in accordance with the terms of this Agreement or with written instructions furnished by Buyer; provided, however, that in the event of a conflict between the terms of this Agreement and the written instructions of Buyer, Buyer's written instructions shall control.
(c) In the event that (i) Buyer, any Seller Entity or Custodian shall be served by a third party with any type of levy, attachment, writ or court order with respect to any Mortgage File or any document included within a Mortgage File or (ii) a third party shall institute any court proceeding by which any Mortgage File or a document included within a Mortgage File shall be required to be delivered otherwise than in accordance with the provisions of this Agreement, the party receiving such service shall promptly deliver or cause to be delivered to the other parties to this Agreement copies of all court papers, orders, documents and other materials concerning such proceedings. Custodian shall, to the extent permitted by law, continue to hold and maintain all the Mortgage Files that are the subject of such proceedings pending a final, nonappealable order of a court of competent jurisdiction permitting or directing disposition thereof. Upon final determination of such court, Custodian shall dispose of such Mortgage File or any document included within such Mortgage File as directed by Buyer which shall give a direction consistent with such determination. Expenses of Custodian incurred as a result of such proceedings shall be borne by Seller.
Obligations of Custodian. Custodian shall hold all documents received by it constituting the Mortgage File and shall make disposition thereof only in accordance with the instructions of Company and the terms of this Agreement. The Mortgage File shall be appropriately marked and identified to clearly reflect that such documents are held by Custodian, as agent on behalf of Company.
Obligations of Custodian. 10 Section 5. Takeout Provisions; Funding by Takeout Investor....................10 Section 6. Future Defects.....................................................11 Section 7. Release for Payment..............................................
Obligations of Custodian. (a) On and after the Purchase Date, with respect to the Asset Files, and other documents delivered to Custodian or which come into the possession of Custodian, Custodian is the custodian for Buyer, exclusively. The Custodian shall hold all documents received by it for the exclusive use and benefit of Buyer, and shall make disposition thereof only in accordance with this Agreement and the Written Instructions furnished by Buyer. The Custodian shall segregate and maintain continuous custody of the Asset Files and the Submission Packages in secure and fire resistant facilities in accordance with customary industry standards for custody of similar documents.
(b) The Custodian shall promptly notify Buyer if (i) a Responsible Officer of the Custodian has actual knowledge that any mortgage, pledge, lien, security interest or other charge or encumbrance has been placed on any accounts maintained by each Seller with Custodian or on the Asset File or the Submission Package; or (ii) the representation, warranty and covenant contained in Section 23(d) below were to become untrue or incorrect at any time during the term of this Agreement.
Obligations of Custodian. Custody 13 Section 4.02 Obligations 13 Section 4.03 Levy, Attachment and Other Court Orders 13 Section 4.04 Pledge or Rehypothecation 13 Section 5.01 Release of Documentation 14 Section 5.02 Release of Mortgage Asset File and Documentation 15 Section 5.03 Release to Third-Party 15 Section 5.04 Other Release 16 Section 5.05 Notification by Buyer 16 Section 5.06 Tracking 16 Section 5.07 Method of Shipment 16
Obligations of Custodian. With respect to the Mortgage Note, the Mortgage and the Assignment of Mortgage and other documents constituting each Custodian's Mortgage File that is delivered to Custodian or that come into the possession of Custodian, Custodian is the custodian for GACC and LNR. Custodian shall hold all mortgage documents received by it constituting the Custodian's Mortgage File for the exclusive use and benefit of GACC and LNR, and shall make disposition thereof only in accordance with this Agreement and the instructions furnished by GACC and LNR. Custodian shall segregate and maintain continuous custody of all documents constituting the Custodian's Mortgage File in secure and fireproof facilities in accordance with customary standards for such custody. Custodian shall not be responsible to verify (i) the validity, legality, enforceability, due authorization, recordability, aufficiency or genuineness of any document in the Custodian's Mortgage File or of any of the Mortgage Loans or (ii) the collectability, insurability, effectiveness or suitability of any such Mortgage Loan.
Obligations of Custodian. The Trustee shall have no responsibility for the performance by the Custodian and the various counterparties of any of its obligations and shall not be responsible for any claim arising from the fact that any Collateral comprised in the Mortgaged Property is held in safe custody by the Custodian.
Obligations of Custodian. 5.1 All property in Buyers’ Account will be held for the benefit of Buyers by Custodian as bailee, financial intermediary, and Securities Intermediary on Buyers’ behalf and Custodian will follow Buyers’ instructions directing transfer of such property, and in no event shall any consent of Seller be required for the taking of any action by Custodian or Buyer with respect to Buyers’ Account. All property in Seller’s Account will be held for the benefit of Seller by Custodian as bailee on Seller’s behalf and Custodian will follow Seller’s instructions directing transfer of such property and in no event shall any consent of any Buyer be required for the taking of any action by Custodian or Seller with respect to Seller’s Account.
5.2 Securities Intermediary shall initially credit (i) any funds received by it from Seller or Buyers to be applied to the purchase of Purchased Assets and (ii) any Purchased Securities delivered pursuant to this Custodial Agreement to Buyers’ Account. If at any time Securities Intermediary holds any Purchased Security delivered to Securities Intermediary pursuant to the Repurchase Agreement or this Custodial Agreement and such Purchased Security is not credited to Buyers’ Account or Seller’s Account, then Securities Intermediary holds such Purchased Security as bailee of Buyer.
5.3 Securities Intermediary shall settle any Transaction under the Repurchase Agreement by delivery versus payment. Securities Intermediary shall not debit Buyers’ Account for the Purchase Price for any Purchased Securities unless Buyers’ Account contains the specified Purchased Securities to be purchased on the related Purchase Date. Securities Intermediary shall provide a Confirmation to Buyer and Seller by facsimile promptly upon settlement. The original of such Confirmation shall be delivered to Buyer by facsimile to be followed by first class US mail, with a copy to Seller. Such Confirmation is Securities Intermediary’s representation that such Purchased Securities have been credited to Buyers’ Account.
5.4 Notwithstanding any other provision of this Custodial Agreement or the Repurchase Agreement, all Purchased Securities on and after settlement on the Purchase Date shall be credited to Buyers’ Account except as provided in this subsection. Any delivery or sale to Seller of Purchased Assets shall only occur by delivery versus payment settlement. Seller shall have on deposit in Seller’s Account the Repurchase Price before any Purchased Asset may be transf...
Obligations of Custodian. With respect to the Mortgage Note, the Mortgage and the Assignment of Mortgage and other documents constituting each Custodial File which is delivered to the Custodian or which come into the possession of the Custodian, the Custodian is the custodian for the Purchaser exclusively. On and after the Closing Date, the Custodian shall hold all mortgage documents received by it constituting the Custodial File for the exclusive use and benefit of the Purchaser, and shall make disposition thereof only in accordance with this Agreement and the instructions furnished by the Purchaser. The Custodian shall segregate and maintain continuous custody of all mortgage documents constituting the Custodial File in secure and fire-resistant facilities in accordance with customary standards for such custody. The Custodian shall not be responsible to verify (i) the validity, legality, enforceability, sufficiency, due authorization, adequacy, recordability, title or genuineness of any document in each Custodial File or of any of the Mortgage Loans or (ii) the collectability, insurability, effectiveness or suitability of any Mortgage Loan.
Obligations of Custodian. Section 4.01 Custody 8 Section 4.02 Obligations 8 Section 4.03 Xxxx, Attachment and Other Court Orders 8 Section 4.04 Pledge or Rehypothecation 9 ARTICLE V RELEASE OF MORTGAGE ASSET FILES Section 5.01 Release of Documentation 9 Section 5.02 Release of Mortgage Asset File and Documentation 10 Section 5.03 Release to Third-Party 10 Section 5.04 Other Release 10 Section 5.05 Notification by Buyer 11 Section 5.06 Tracking 11 Section 5.07 Method of Shipment 11 ARTICLE VI FEES AND EXPENSES OF CUSTODIAN Section 6.01 Fees 11 ARTICLE VII REMOVAL OR RESIGNATION OF CUSTODIAN Section 7.01 Resignation 11 Section 7.02 Removal and Discharge 11 Section 7.03 Successor 11 ARTICLE VIII EXAMINATION OF FILES, BOOKS AND RECORDS Section 8.01 Examination 12 ARTICLE IX INSURANCE Section 9.01 Insurance 12
