Option to Substitute. If the Seller is required to repurchase any Mortgage Loan pursuant to Section 2.02 or 3.01, the Seller may, at its option, within two years from the Closing Date, remove such defective Mortgage Loan from the terms of this Agreement and substitute another mortgage loan for such defective Mortgage Loan, in lieu of repurchasing such defective Mortgage Loan. Any substitute Mortgage Loan shall (a) have a Principal Balance at the time of substitution not in excess of the Principal Balance of the removed Mortgage Loan (the amount of any difference, plus one month's interest thereon at the Mortgage Rate borne by the removed Mortgage Loan, being paid by the Seller and deemed to be a Principal Prepayment to be deposited by the Servicer in the Collection Account), (b) have a Mortgage Rate not less than, and not more than one percentage point greater than, the Mortgage Rate of the removed Mortgage Loan (provided, however, that if the Mortgage Rate on the substitute Mortgage Loan exceeds the Mortgage Rate on the removed Mortgage Loan, the amount of that excess interest (the "Substitute Excess Interest") shall be payable to the Residual Interest), (c) have a remaining term to stated maturity not later than, and not more than one year less than, the remaining term to stated maturity of the removed Mortgage Loan, (d) be, in the reasonable determination of the Servicer, of the same type, quality and character (including location of the Mortgaged Property) as the removed Mortgage Loan as if the breach had not occurred, (e) have a Loan-to-Value Ratio at origination no greater than that of the removed Mortgage Loan and (f) be, in the reasonable determination of the Servicer, in material compliance with the representations and warranties contained in the Sale Agreement and described in Section 3.01, as of the date of substitution. The Servicer shall amend the Mortgage Loan Schedule to reflect the withdrawal of the removed Mortgage Loan from this Agreement and the substitution of such substitute Mortgage Loan therefor and shall send a copy of such amended Mortgage Loan Schedule to the Trustee. The Sale Agreement provides that upon such amendment the Seller shall be deemed to have made as to such substitute Mortgage Loan the representations and warranties set forth in Section 3.01 as of the date of such substitution, which shall be continuing as long as any Certificate shall be outstanding or this Agreement has not been terminated, and the remedies for breach of any such represe...
Option to Substitute. 39 ARTICLE IV THE CERTIFICATES..........................................................................39 Section 4.01. The Certificates.................................................................39 Section 4.02. Registration of Transfer and Exchange of Certificates............................41 Section 4.03. Mutilated, Destroyed, Lost or Stolen Certificates................................44 Section 4.04. Persons Deemed Owners............................................................45 Section 4.05. Appointment of Paying Agent, Certificate Registrar and Backup Advancer; Certificate Account..............................................................45 Section 4.06. Authenticating Agents............................................................46 ARTICLE V ADMINISTRATION AND SERVICING OF MORTGAGE LOANS............................................47
Option to Substitute. If the Seller is required to repurchase any Mortgage Loan pursuant to Section 2.02 or 3.01, the Seller may, at its option, within two years from the Closing Date, remove such defective Mortgage Loan from the terms of this Agreement and substitute another mortgage loan for such defective Mortgage Loan, in lieu of repurchasing such defective Mortgage Loan. Any substitute Mortgage Loan shall (a) have a Principal Balance at the time of substitution not in excess of the Principal Balance of the removed Mortgage Loan (the amount of any difference, plus one month's interest thereon at the Mortgage Rate borne by the removed Mortgage Loan, being paid by the Seller and deemed to be a Principal Prepayment to be deposited by the Servicer in the Collection Account), (b) have a Mortgage Rate not less than, and not more than one percentage point greater than, the Mortgage Rate of the removed Mortgage Loan (provided, however, that if the Mortgage Rate on the substitute Mortgage Loan exceeds the Mortgage Rate on the removed Mortgage Loan, the amount of that excess interest (the
Option to Substitute. 35 ARTICLE IV
Option to Substitute. In the case of any Margin Deficit with respect to any Transaction, Seller may, in lieu of transferring cash or Additional Purchased Securities in accordance with Paragraph 4(a) of the SIFMA Master, as amended by this Annex I, effect a substitution of Purchased Securities in accordance with Paragraph 9 of the SIFMA Master, as amended by this Annex I, so long as the resulting Market Value of the Purchased Securities (including the substituted Securities) will thereupon exceed the Buyer’s Margin Amount with respect to such Transaction.
Option to Substitute. 33 ARTICLE IV THE CERTIFICATES..............................................................................34 Section 4.01. The Certificates.................................................................34 Section 4.02. Registration of Transfer and Exchange of Certificates............................35 Section 4.03. Mutilated, Destroyed, Lost or Stolen Certificates................................38 Section 4.04. Persons Deemed Owners............................................................39 Section 4.05. Appointment of Paying Agent and Certificate Registrar; Certificate Account.......39 Section 4.06. Authenticating Agents............................................................40 ARTICLE V ADMINISTRATION AND SERVICING OF MORTGAGE LOANS................................................41 Section 5.01. Servicer to Service Mortgage Loans...............................................41 Section 5.02. Sub-Servicing Agreements Between Servicer and Sub-Servicers; Enforcement of Sub-Servicer's Obligations....................................................42 Section 5.03. Successor Sub-Servicers..........................................................42 Section 5.04. Liability of the Servicer........................................................42 Section 5.05. No Contractual Relationship Between Sub-Servicer and Trustee or Certificateholders...............................................................42 Section 5.06. Termination of Sub-Servicing Agreement...........................................43 Section 5.07. Collection of Mortgage Loan Payments.............................................43 Section 5.08. Establishment of Collection Account; Deposit in Collection Account...............43 Section 5.09. Permitted Withdrawals from the Collection Account................................44 Section 5.10. Establishment of Escrow Account; Deposits in Escrow Account......................45 Section 5.11. Permitted Withdrawals from Escrow Account........................................45 Section 5.12. Payment of Taxes, Insurance and Other Charges....................................46
Option to Substitute. 54 Section 3.03. Representation and Warranty of the Company . . . . . . . . . . . . . . . . . . . . . . 55 Section 3.04. Converting Mortgage Loans; Certain Procedures and Purchases . . . . . . . . . . . . . 55
Option to Substitute. 41 ARTICLE IV THE CERTIFICATES........................................................................................42 Section 4.01. The Certificates......................................................................42 Section 4.02. Registration of Transfer and Exchange of Certificates.................................44 Section 4.03. Mutilated, Destroyed, Lost or Stolen Certificates.....................................48 Section 4.04. Persons Deemed Owners.................................................................48 Section 4.05. Appointment of Paying Agent; Certificate Account......................................48 Section 4.06. Authenticating Agents.................................................................49 ARTICLE V ADMINISTRATION AND SERVICING OF MORTGAGE LOANS..........................................................50 Section 5.01. Servicer to Service Mortgage Loans....................................................50 Section 5.02. Sub-Servicing Agreements Between Servicer and Sub-Servicers; Enforcement of Sub-Servicer's Obligations.............................................51
Option to Substitute. 54 Section 3.03. Representation and Warranty of the Company . . . . . . . . 55 Section 3.04. Index Convertible Mortgage Loans and Convertible Mortgage Loans; Certain Procedures and Purchases . . . . . . . 55
Option to Substitute. 38 Section 3.04. Convertible Mortgage Loans; Certain Procedures and Purchases................................39 ARTICLE IV THE CERTIFICATES
