Common use of Obligations Regarding the Mortgage Loans Clause in Contracts

Obligations Regarding the Mortgage Loans. (a) In connection with the conveyances by the Seller of the Initial Mortgage Loans and the Subsequent Mortgage Loans, the Seller shall on behalf of and at the direction of the Company deliver to, and deposit with, the Indenture Trustee, on or before the Closing Date in the case of an Initial Mortgage Loan, and one Business Day prior to the related Subsequent Transfer Date in the case of a Subsequent Mortgage Loan, the following documents or instruments with respect to each Mortgage Loan (the "Mortgage File"): (i) the original Mortgage Note endorsed to the order of "Bankers Trust Company of California, N.A., as trustee pursuant to the Indenture dated as of December 1, 1997, relating to the PacificAmerica Home Equity Loan Asset-Backed Notes, 1997-1"; (ii) the original Mortgage with evidence of recording thereon, or, if the original Mortgage has not yet been returned from the public recording office, a copy of the original Mortgage certified by the Seller, its designee or the public recording office in which such original Mortgage has been recorded; (iii) an original assignment (which may be included in one or more blanket assignments if permitted by applicable law) of the Mortgage endorsed to "Bankers Trust Company of California, N.A., as trustee pursuant to the Indenture dated as of December 1, 1997, relating to the PacificAmerica Home Equity Loan Asset-Backed Notes, Series 1997-1", and otherwise in recordable form; (iv) originals of any intervening assignments of the Mortgage, with evidence of recording thereon, or, if the original of any such intervening assignment has not yet been returned from the public recording office, a copy of such original intervening assignment certified by the Seller, its designee or the public recording office in which such original intervening assignment has been recorded; (v) the original policy of title insurance (or a commitment for title insurance, if the policy is being held by the title insurance company pending recordation of the Mortgage or a binder or preliminary title policy if the final title insurance policy is not available); (vi) a true and correct copy of each assumption, modification, consolidation or substitution agreement, if any, relating to the Mortgage Loan. If a material defect in any Mortgage File is discovered which may materially and adversely affect the value of the related Mortgage Loan, or the interests of the Indenture Trustee (as pledgee of the Mortgage Loans), the Noteholders, the Certificateholders or the Note Insurer in such Mortgage Loan, including if any document required to be delivered to the Indenture Trustee has not been delivered (provided that a Mortgage File will not be deemed to contain a defect for an unrecorded assignment under clause (iii) above for 180 days following submission of the assignment if the Seller has submitted such assignment for recording pursuant to the terms of the following paragraph), the Seller shall cure such defect, repurchase the related Mortgage Loan at the Repurchase Price or substitute an Eligible Substitute Mortgage Loan for the related Mortgage Loan upon the same terms and conditions set forth in Section 3.1 hereof as to the Initial Mortgage Loans and the Subsequent Mortgage Loans and Section 2.3(c) hereof as to the Subsequent Mortgage Loans. Within 30 days after the Closing Date in the case of an Initial Mortgage Loan or, in the case of a Subsequent Mortgage Loan, promptly after the Subsequent Transfer Date (or after the date of transfer of any Eligible Substitute Mortgage Loan), the Seller at its own expense shall complete and submit for recording in the appropriate public office for real property records each of the assignments referred to in clause (iii) above, with such assignment completed in favor of the Indenture Trustee. While such assignment to be recorded is being recorded, the Indenture Trustee shall retain a photocopy of such assignment. If any assignment is lost or returned unrecorded to the Indenture Trustee because of any defect therein, the Seller is required to prepare a substitute assignment or cure such defect, as the case may be, and the Seller shall cause such substitute assignment to be recorded in accordance with this paragraph. In instances where an original Mortgage or any original intervening assignment of Mortgage is not, in accordance with clause (ii) or (iv) above, delivered by the Seller to the Indenture Trustee prior to or on the Closing Date in the case of an Initial Mortgage Loan or, in the case of a Subsequent Mortgage Loan, prior to or on the Subsequent Transfer Date, the Seller will deliver or cause to be delivered the originals of such documents to the Indenture Trustee promptly upon receipt thereof. Effective on the Closing Date, the Company hereby acknowledges its acceptance of all right, title and interest to the Initial Mortgage Loans and other property, existing on the Closing Date and thereafter created, conveyed to it pursuant to Section 2.1 and this Section 2.2. The Indenture Trustee, as assignee or transferee of the Company, shall be entitled to all scheduled principal payments due after the Cut-off Date, all other payments of principal due and collected after the Cut-off Date, and all payments of interest on the Initial Mortgage Loans, minus that portion of any such payment which is allocable to the period prior to the Cut-off Date. No scheduled payments of principal due on or before the Cut-off Date and collected after the Cutoff Date shall belong to the Company pursuant to the terms of this Agreement. The Servicing Agreement shall provide that any late payment charges collected in connection with a Mortgage Loan shall be paid to the Master Servicer as provided therein. (b) The parties hereto intend that the transactions set forth herein constitute a sale by the Seller to the Company on the Closing Date of all the Seller's right, title and interest in and to the Initial Mortgage Loans and other property as and to the extent described above. In the event the transactions set forth herein shall be deemed not to be a sale, the Seller hereby grants to the Company as of the Closing Date a security interest in all of the Seller's right, title and interest in, to and under the Initial Mortgage Loans and such other property, to secure all of the Seller's obligations hereunder, and this Agreement shall constitute a security agreement under applicable law. The Seller agrees to take or cause to be taken such actions and to execute such documents, including without limitation the filing of all necessary UCC-1 financing statements filed in the State of Delaware and the State of California (which shall be submitted for filing within 10 days after the Closing Date), any continuation statements with respect thereto and any amendments thereto required to reflect a change in the name or corporate structure of the Seller or the filing of any additional UCC-1 financing statements due to the change in the principal office of the Seller, as are necessary to perfect and protect the interests of the Company and its assignees in each Initial Mortgage Loan and the proceeds thereof.

Obligations Regarding the Mortgage Loans. (a) In connection with the conveyances by the Seller of the Initial Mortgage Loans and the Subsequent Mortgage Loans, the Seller shall on behalf of and at the direction of the Company deliver to, and deposit with, the Indenture Trustee, on or before the Closing Date in the case of an Initial Mortgage Loan, and one Business Day prior to the related Subsequent Transfer Date in the case of a Subsequent Mortgage Loan, the following documents or instruments with respect to each Mortgage Loan (the "Mortgage File"): (i) the original Mortgage Note endorsed to the order of "Bankers Trust Company of California, N.A., as trustee pursuant to the Indenture dated as of December March 1, 19971998, relating to the PacificAmerica Home Equity Loan Asset-Backed Notes, 19971998-1"; (ii) the original Mortgage with evidence of recording thereon, or, if the original Mortgage has not yet been returned from the public recording office, a copy of the original Mortgage certified by the Seller, its designee or the public recording office in which such original Mortgage has been recorded; (iii) an original assignment (which may be included in one or more blanket assignments if permitted by applicable law) of the Mortgage endorsed to "Bankers Trust Company of California, N.A., as trustee pursuant to the Indenture dated as of December March 1, 19971998, relating to the PacificAmerica Home Equity Loan Asset-Backed Notes, Series 1997-1998- 1", and otherwise in recordable form; (iv) originals of any intervening assignments of the Mortgage, with evidence of recording thereon, or, if the original of any such intervening assignment has not yet been returned from the public recording office, a copy of such original intervening assignment certified by the Seller, its designee or the public recording office in which such original intervening assignment has been recorded; (v) the original policy of title insurance (or a commitment for title insurance, if the policy is being held by the title insurance company pending recordation of the Mortgage or a binder or preliminary title policy if the final title insurance policy is not available); (vi) a true and correct copy of each assumption, modification, consolidation or substitution agreement, if any, relating to the Mortgage Loan. If a material defect in any Mortgage File is discovered which may materially and adversely affect the value of the related Mortgage Loan, or the interests of the Indenture Trustee (as pledgee of the Mortgage Loans), the Noteholders, the Certificateholders or the Note Insurer in such Mortgage Loan, including if any document required to be delivered to the Indenture Trustee has not been delivered (provided that a Mortgage File will not be deemed to contain a defect for an unrecorded assignment under clause (iii) above for 180 days following submission of the assignment if the Seller has submitted such assignment for recording pursuant to the terms of the following paragraph), the Seller shall cure such defect, repurchase the related Mortgage Loan at the Repurchase Price or substitute an Eligible Substitute Mortgage Loan for the related Mortgage Loan upon the same terms and conditions set forth in Section 3.1 hereof as to the Initial Mortgage Loans and the Subsequent Mortgage Loans and Section 2.3(c) hereof as to the Subsequent Mortgage Loans. Within 30 days after the Closing Date in the case of an Initial Mortgage Loan or, in the case of a Subsequent Mortgage Loan, promptly after the Subsequent Transfer Date (or after the date of transfer of any Eligible Substitute Mortgage Loan), the Seller at its own expense shall complete and submit for recording in the appropriate public office for real property records each of the assignments referred to in clause (iii) above, with such assignment completed in favor of the Indenture Trustee. While such assignment to be recorded is being recorded, the Indenture Trustee shall retain a photocopy of such assignment. If any assignment is lost or returned unrecorded to the Indenture Trustee because of any defect therein, the Seller is required to prepare a substitute assignment or cure such defect, as the case may be, and the Seller shall cause such substitute assignment to be recorded in accordance with this paragraph. In instances where an original Mortgage or any original intervening assignment of Mortgage is not, in accordance with clause (ii) or (iv) above, delivered by the Seller to the Indenture Trustee prior to or on the Closing Date in the case of an Initial Mortgage Loan or, in the case of a Subsequent Mortgage Loan, prior to or on the Subsequent Transfer Date, the Seller will deliver or cause to be delivered the originals of such documents to the Indenture Trustee promptly upon receipt thereof. Effective on the Closing Date, the Company hereby acknowledges its acceptance of all right, title and interest to the Initial Mortgage Loans and other property, existing on the Closing Date and thereafter created, conveyed to it pursuant to Section 2.1 and this Section 2.2. The Indenture Trustee, as assignee or transferee of the Company, shall be entitled to all scheduled principal payments due after the Cut-off Date, all other payments of principal due and collected after the Cut-off Date, and all payments of interest on the Initial Mortgage Loans, minus that portion of any such payment which is allocable to the period prior to the Cut-off Date. No scheduled payments of principal due on or before the Cut-off Date and collected after the Cutoff Date shall belong to the Company pursuant to the terms of this Agreement. The Servicing Agreement shall provide that any late payment charges collected in connection with a Mortgage Loan shall be paid to the Master Servicer as provided therein. (b) The parties hereto intend that the transactions set forth herein constitute a sale by the Seller to the Company on the Closing Date of all the Seller's right, title and interest in and to the Initial Mortgage Loans and other property as and to the extent described above. In Nothwithstanding the foregoing, in the event the transactions set forth herein shall be deemed not to be a sale, the Seller hereby grants to the Company as of the Closing Date a security interest in all of the Seller's right, title and interest in, to and under the Initial Mortgage Loans and such other property, to secure all of the Seller's obligations hereunder, and this Agreement shall constitute a security agreement under applicable law. The Seller agrees to take or cause to be taken such actions and to execute such documents, including without limitation the filing of all necessary UCC-1 financing statements filed in the State of Delaware and the State of California (which shall be submitted for filing within 10 days after the Closing Date), any continuation statements with respect thereto and any amendments thereto required to reflect a change in the name or corporate structure of the Seller or the filing of any additional UCC-1 financing statements due to the change in the principal office of the Seller, as are necessary to perfect and protect the interests of the Company and its assignees in each Initial Mortgage Loan and the proceeds thereof.

Obligations Regarding the Mortgage Loans. (a) In connection with the conveyances by the Seller of the Initial Mortgage Loans and the Subsequent Mortgage Loans, the Seller shall on behalf of and at the direction of the Company deliver to, and deposit with, the Indenture Trustee, on or before the Closing Date in the case of an Initial Mortgage Loan, and one Business Day prior to the related Subsequent Transfer Date in the case of a Subsequent Mortgage Loan, the following documents or instruments with respect to each Mortgage Loan (the "Mortgage File"): (i) the original Mortgage Note endorsed to the order of "Bankers Trust Company of California, N.A., as trustee pursuant to the Indenture dated as of December June 1, 19971998, relating to the PacificAmerica Home Equity Loan Asset-Backed Notes, 19971998-12F"; (ii) the original Mortgage with evidence of recording thereon, or, if the original Mortgage has not yet been returned from the public recording office, a copy of the original Mortgage certified by the Seller, its designee or the public recording office in which such original Mortgage has been recorded; (iii) an original assignment (which may be included in one or more blanket assignments if permitted by applicable law) of the Mortgage endorsed to "Bankers Trust Company of California, N.A., as trustee pursuant to the Indenture dated as of December June 1, 19971998, relating to the PacificAmerica Home Equity Loan Asset-Backed Notes, Series 19971998-12F", and otherwise in recordable form; (iv) originals of any intervening assignments of the Mortgage, with evidence of recording thereon, or, if the original of any such intervening assignment has not yet been returned from the public recording office, a copy of such original intervening assignment certified by the Seller, its designee or the public recording office in which such original intervening assignment has been recorded; (v) the original policy of title insurance (or a commitment for title insurance, if the policy is being held by the title insurance company pending recordation of the Mortgage or a binder or preliminary title policy if the final title insurance policy is not available); (vi) a true and correct copy of each assumption, modification, consolidation or substitution agreement, if any, relating to the Mortgage Loan. If a material defect in any Mortgage File is discovered which may materially and adversely affect the value of the related Mortgage Loan, or the interests of the Indenture Trustee (as pledgee of the Mortgage Loans), the Noteholders, the Certificateholders or the Note Insurer in such Mortgage Loan, including if any document required to be delivered to the Indenture Trustee has not been delivered (provided that a Mortgage File will not be deemed to contain a defect for an unrecorded assignment under clause (iii) above for 180 days following submission of the assignment if the Seller has submitted such assignment for recording pursuant to the terms of the following paragraph), the Seller shall cure such defect, repurchase the related Mortgage Loan at the Repurchase Price or substitute an Eligible Substitute Mortgage Loan for the related Mortgage Loan upon the same terms and conditions set forth in Section 3.1 hereof as to the Initial Mortgage Loans and the Subsequent Mortgage Loans and Section 2.3(c) hereof as to the Subsequent Mortgage Loans. Within 30 days after the Closing Date in the case of an Initial Mortgage Loan or, in the case of a Subsequent Mortgage Loan, promptly after the Subsequent Transfer Date (or after the date of transfer of any Eligible Substitute Mortgage Loan), the Seller at its own expense shall complete and submit for recording in the appropriate public office for real property records each of the assignments referred to in clause (iii) above, with such assignment completed in favor of the Indenture Trustee. While such assignment to be recorded is being recorded, the Indenture Trustee shall retain a photocopy of such assignment. If any assignment is lost or returned unrecorded to the Indenture Trustee because of any defect therein, the Seller is required to prepare a substitute assignment or cure such defect, as the case may be, and the Seller shall cause such substitute assignment to be recorded in accordance with this paragraph. In instances where an original Mortgage or any original intervening assignment of Mortgage is not, in accordance with clause (ii) or (iv) above, delivered by the Seller to the Indenture Trustee prior to or on the Closing Date in the case of an Initial Mortgage Loan or, in the case of a Subsequent Mortgage Loan, prior to or on the Subsequent Transfer Date, the Seller will deliver or cause to be delivered the originals of such documents to the Indenture Trustee promptly upon receipt thereof. Effective on the Closing Date, the Company hereby acknowledges its acceptance of all right, title and interest to the Initial Mortgage Loans and other property, existing on the Closing Date and thereafter created, conveyed to it pursuant to Section 2.1 and this Section 2.2. The Indenture Trustee, as assignee or transferee of the Company, shall be entitled to all scheduled principal payments due after the Cut-off Date, all other payments of principal due and collected after the Cut-off Date, and all payments of interest on the Initial Mortgage LoansLoans due and collected after June 1, 1998, minus that portion of any such payment which is allocable to the period prior to the Cut-off Date. No scheduled payments of principal due on or before the Cut-off Date and collected after the Cutoff Date shall belong to the Company pursuant to the terms of this AgreementJune 1, 1998. The Servicing Agreement shall provide that any late payment charges collected in connection with a Mortgage Loan shall be paid to the Master Servicer or Sub-Servicer as provided therein. (b) The parties hereto intend that the transactions set forth herein constitute a sale by the Seller to the Company on the Closing Date of all the Seller's right, title and interest in and to the Initial Mortgage Loans and other property as and to the extent described above. In Notwithstanding the foregoing, in the event the transactions set forth herein shall be deemed not to be a sale, the Seller hereby grants to the Company as of the Closing Date a security interest in all of the Seller's right, title and interest in, to and under the Initial Mortgage Loans and such other property, to secure all of the Seller's obligations hereunder, and this Agreement shall constitute a security agreement under applicable law. The Seller agrees to take or cause to be taken such actions and to execute such documents, including without limitation the filing of all necessary UCC-1 financing statements filed in the State of Delaware and the State of California (which shall be submitted for filing within 10 days after the Closing Date), any continuation statements with respect thereto and any amendments thereto required to reflect a change in the name or corporate structure of the Seller or the filing of any additional UCC-1 financing statements due to the change in the principal office of the Seller, as are necessary to perfect and protect the interests of the Company and its assignees in each Initial Mortgage Loan and the proceeds thereof.