Common use of Owner's Repurchase and Indemnification Obligations Clause in Contracts

Owner's Repurchase and Indemnification Obligations. Upon receipt by the Servicer of notice from the trustee of a Breach of any Owner representation or warranty contained in any Reconstitution Agreement or a request by the trustee for the repurchase of any Mortgage Loan transferred to a trustee pursuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer, the Servicer shall promptly notify the Owner of same and shall, at the direction of the Owner, use its Best Efforts to cure and correct any such Breach and to satisfy the requests or concerns of the trustee or the third party purchaser related to such deficiencies of the related Mortgage Loans transferred to the trustee or other such third party purchaser. The Owner shall repurchase from the Servicer any Mortgage Loan transferred to a trustee pursuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer with respect to which the Servicer has been required by the trustee or such third party purchaser to repurchase due to a Breach of a representation or warranty made by the Owner with respect to the Mortgage Loans, or the servicing thereof prior to the transfer date to the trustee or any third party purchaser in any Reconstitution Agreement and not due to a breach of the Servicer's obligations thereunder or pursuant to this Agreement. The repurchase price to be paid by the Owner to the Servicer shall equal that repurchase price paid by the Servicer to the third party purchaser plus all reasonable costs and expenses borne by the Servicer in connection with the cure of said Breach of a representation or warranty made by the Owner and in connection with the repurchase of such Mortgage Loan from the trustee or the third party purchaser, including, but not limited to, reasonable and necessary attorneys' fees. At the time of repurchase, the Custodian and the Servicer shall arrange for the reassignment of the repurchased Mortgage Loan to the Owner according to the Owner's instructions and the delivery to the Custodian of any documents held by the trustee or other relevant third party purchaser with respect to the repurchased Mortgage Loan pursuant to the related Reconstitution Agreement. In the event of a repurchase, the Servicer shall, simultaneously with such reassignment, give written notice to the Owner that such repurchase has taken place, and amend the Mortgage Loan Schedule to reflect the addition of the repurchased Mortgage Loan to this Agreement. In connection with any such addition, the Servicer and the Owner shall be deemed to have made as to such repurchased Mortgage Loan the representations and warranties set forth in this Agreement except that all such representations and warranties set forth in this Agreement shall be deemed made as of the date of such repurchase.

Owner's Repurchase and Indemnification Obligations. Upon receipt by the Servicer of notice from the a trustee or other third party of a Breach breach by the Owner of any Owner a representation or warranty contained in any Reconstitution Agreement Securitization agreement or a request by the trustee for the repurchase of any Mortgage Loan transferred to a trustee pursuant to a Pass-Through Transfer agreement, or to from a third party purchaser pursuant to a Whole Loan Transfer, the Servicer shall promptly notify the Owner of same and shall, at the direction of the Owner, use its Best Efforts best efforts to cure and correct any such Breach breach and to satisfy the requests or concerns of the trustee or the third party purchaser related to such deficiencies of the related Mortgage Loans transferred to the trustee or other such third party purchaser. The Owner shall repurchase from the Servicer any Mortgage Loan transferred to a trustee pursuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan an Agency Transfer with respect to which the Servicer has been required by the trustee or such third party purchaser to repurchase due to a Breach breach of a representation or warranty made by the Owner with respect to the Mortgage Loans, or the servicing thereof prior to the transfer date related Transfer Date to the trustee or any third party purchaser in any Reconstitution Agreement and not due to a breach of the Servicer's ’s obligations thereunder or pursuant to this Agreement. The repurchase price to be paid by the Owner to the Servicer shall equal that repurchase price paid by the Servicer to the third party purchaser trustee plus all reasonable costs and expenses borne by the Servicer in connection with the cure of said Breach breach of a representation or warranty made by the Owner and in connection with the repurchase of such Mortgage Loan from the trustee or the third party purchasertrustee, including, but not limited to, reasonable and necessary attorneys' ’ fees. At the time of repurchase, the Custodian and the Servicer shall arrange for the reassignment of the repurchased Mortgage Loan to the Owner according to the Owner's ’s instructions and the delivery to the Custodian of any documents held by the trustee or other relevant third party purchaser with respect to the repurchased Mortgage Loan pursuant to the related Reconstitution AgreementSecuritization agreement. If the repurchased Mortgage Loan is a MERS Mortgage Loan, the Servicer shall cause MERS to designate on the MERS System the Owner as the beneficial holder with respect to such Mortgage Loan. In the event of a repurchase, the Servicer shall, simultaneously with such reassignment, give written notice to the Owner that such repurchase has taken place, and amend the Mortgage Loan Schedule to reflect the addition of the repurchased Mortgage Loan to this Agreement. In connection with any such addition, the Servicer and the Owner shall be deemed to have made as to such repurchased Mortgage Loan the representations and warranties set forth in this Agreement except that all such representations and warranties set forth in this Agreement shall be deemed made as of the date of such repurchase.

Owner's Repurchase and Indemnification Obligations. Upon receipt by the Servicer of notice from the trustee FNMA, FHLMC, GNMA or other such third party purchaser of a Breach breach of any Owner representation or warranty contained in any Reconstitution Agreement or a request by FNMA, FHLMC, GNMA, the trustee or such third party purchaser, as the case may be, for the repurchase of any Mortgage Loan transferred to FNMA, FHLMC or GNMA pursuant to an Agency Transfer or to a trustee pursuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer, the Servicer shall promptly notify the Owner of same and shall, at the direction of the Owner, use its Best Efforts to cure and correct any such Breach breach and to satisfy the requests or concerns of FNMA, FHLMC, GNMA, the trustee or the third party purchaser related to such deficiencies of the related Mortgage Loans transferred to FNMA, FHLMC, GNMA, the trustee or other such third party purchaser. The Owner shall repurchase from the Servicer any Mortgage Loan transferred to FNMA, FHLMC or GNMA pursuant to an Agency Transfer or to a trustee pursuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer with respect to which the Servicer has been required by FNMA, FHLMC, GNMA, the trustee or such third party purchaser to repurchase due to a Breach breach of a representation or warranty made by the Owner with respect to the Mortgage Loans, or the servicing thereof prior to the transfer date related Transfer Date to FNMA, FHLMC, GNMA, the trustee or any third party purchaser in any Reconstitution Agreement and not due to a breach of the Servicer's obligations thereunder or pursuant to this Agreement. The repurchase price to be paid by the Owner to the Servicer shall equal that repurchase price paid by the Servicer to FNMA, FHLMC, GNMA, the trustee or the third party purchaser plus all reasonable costs and expenses borne by the Servicer in connection with the cure of said Breach breach of a representation or warranty made by the Owner and in connection with the repurchase of such Mortgage Loan from FNMA, FHLMC, GNMA, the trustee or the third party purchaser, including, but not limited to, reasonable and necessary attorneys' fees. At the time of repurchase, the Custodian and the Servicer shall arrange for the reassignment of the repurchased Mortgage Loan to the Owner according to the Owner's instructions and the delivery to the Custodian of any documents held by FNMA, FHLMC, GNMA, the trustee or other relevant third party purchaser with respect to the repurchased Mortgage Loan pursuant to the related Reconstitution Agreement. In the event of a repurchase, the Servicer shall, simultaneously with such reassignment, give written notice to the Owner that such repurchase has taken place, and amend the Mortgage Loan Schedule to reflect the addition of the repurchased Mortgage Loan to this Agreement. In connection with any such addition, the Servicer and the Owner shall be deemed to have made as to such repurchased Mortgage Loan the representations and warranties set forth in this Agreement except that all such representations and warranties set forth in this Agreement shall be deemed made as of the date of such repurchase.

Owner's Repurchase and Indemnification Obligations. Upon receipt by the Servicer of notice from the trustee Xxxxxx Mae, Xxxxxxx Mac or other such third party purchaser of a Breach breach of any the Owner representation or warranty contained in any Reconstitution Agreement or a request by Xxxxxx Mae, Xxxxxxx Mac, the trustee or such third party purchaser, as the case may be, for the repurchase of any Mortgage Loan transferred to Xxxxxx Mae or Xxxxxxx Mac pursuant to an Agency Transfer or to a trustee pursuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer, the Servicer shall promptly notify the Owner of same and shall, at the direction of the Owner, use its Best Efforts best efforts to cure and correct any such Breach breach and to satisfy the requests or concerns of Xxxxxx Mae, Xxxxxxx Mac, the trustee or the third party purchaser related to such deficiencies of the related Mortgage Loans transferred to Xxxxxx Mae, Xxxxxxx Mac, the trustee or other such third party purchaser. The Owner shall repurchase from reimburse the Servicer for any Mortgage Loan transferred to Xxxxxx Mae or Xxxxxxx Mac pursuant to an Agency Transfer or to a trustee pursuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer with respect to which the Servicer has been required by Xxxxxx Mae, Xxxxxxx Mac, the trustee or such third party purchaser to repurchase due to a Breach breach of a representation or warranty made by the Owner with respect to the Mortgage Loans, or the servicing thereof prior to the transfer date to Xxxxxx Mae, Xxxxxxx Mac, the trustee or any third party purchaser in any Reconstitution Agreement and not due to a breach of the Servicer's obligations thereunder or pursuant to this Agreement. The repurchase price amount to be paid by the Owner to the Servicer shall equal that repurchase price paid by the Servicer to Xxxxxx Mae, Xxxxxxx Mac, or the third party purchaser plus all reasonable costs and expenses borne by the Servicer in connection with the cure of said Breach of a representation or warranty made by the Owner and in connection with the repurchase of such Mortgage Loan from Xxxxxx Mae, Xxxxxxx Mac, the trustee or the third party purchaser, including, but not limited to, reasonable and necessary attorneys' fees. At the time of repurchase, the Custodian and the Servicer shall arrange for the reassignment of the repurchased Mortgage Loan to the Owner according to the Owner's instructions and the delivery to the Custodian of any documents held by Xxxxxx Mae, Xxxxxxx Mac, the trustee or other relevant third party purchaser with respect to the repurchased Mortgage Loan pursuant to the related Reconstitution Agreement. If the repurchased Mortgage Loan is a MERS Mortgage Loan, the Servicer shall cause MERS to designate on the MERS(R) System the Owner as the beneficial holder with respect to such Mortgage Loan. In the event of a repurchase, the Servicer shall, simultaneously with such reassignment, give written notice to the Owner that such repurchase has taken place, and amend the Mortgage Loan Schedule to reflect the addition of the repurchased Mortgage Loan to this Agreement. In connection with any such addition, the Servicer and the Owner shall be deemed to have made as to such repurchased Mortgage Loan the representations and warranties set forth in this Agreement except that all such representations and warranties set forth in this Agreement shall be deemed made as of the date of such repurchase. If a Mortgage Loan has been paid in full or repurchased pursuant to Section 7.04, the Servicer is authorized and empowered by the Owner, in its own name to cause the removal from the registration of any Mortgage Loan on the MERS(R) System or to execute and deliver, on behalf of the Owner, any and all instruments of satisfaction or release and other comparable instruments with respect to such release or satisfaction of a Mortgage, in the name of MERS, solely as nominee for the Owner and its successors and assigns.

Owner's Repurchase and Indemnification Obligations. Upon receipt by the Servicer of notice from the trustee of a Breach of any Owner representation or warranty contained in any Reconstitution Agreement or a request by the trustee for the repurchase of any Mortgage Loan transferred to a trustee Fannie Mae or Freddie Mac pursuant to an Agency Transfer, or to a txxxxxx xxxsuanx xx x Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer, the Servicer shall promptly notify the Owner of same and shall, at the direction of the Owner, use its Best Efforts to cure and correct any such Breach and to satisfy the requests or concerns of Fannie Mae, Freddie Mac, the trustee or the third party purchaser related rxxxxxx to such deficiencies suxx xxxxciencies of the related Mortgage Loans transferred to Fannie Mae, Freddie Mac, the trustee or other such third party purchaserpurcxxxxx. The Owner shall repurchase from the Servicer any Mortgage Loan transferred to Fannie Mae or Freddie Mac pursuant to an Agency Transfer, or transfxxxxx to a trustee pursuant truxxxx xxrsuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer with respect to which the Servicer has been required by Fannie Mae, Freddie Mac, the trustee or such third party purchaser to repurchase due to xx xxxurchasx xxx xo a Breach breach of a representation representation, warranty or warranty covenant made by the Owner in this Agreement or in any Reconstitution Agreement with respect to the Mortgage Loans; provided, or the servicing thereof prior however, that such obligation to the transfer date to the trustee or any third party purchaser in any Reconstitution Agreement and repurchase is not due to a breach of the Servicer's obligations thereunder under the Reconstitution Agreement or pursuant to this Agreement. The repurchase price to be paid by the Owner to the Servicer shall equal that repurchase price paid by the Servicer to Fannie Mae, Freddie Mac, the trustee or the third party purchaser plus all reasonable pxxx xxl reasxxxxxx costs and expenses borne by the Servicer in connection with the cure of said Breach of a representation or warranty made by the Owner and in connection with the repurchase of such Mortgage Loan from Fannie Mae, Freddie Mac, the trustee or the third party purchaser, includingxxxxxxing, but not bxx xxx limited to, reasonable and necessary attorneys' fees. At the time of repurchase, the Custodian and the Servicer shall arrange for the reassignment of the repurchased Mortgage Loan to the Owner according to the Owner's instructions and the delivery to the Custodian of any documents held by Fannie Mae, Freddie Mac, the trustee or other relevant third party purchaser with respect xxxxxxser wixx xxxxect to the repurchased Mortgage Loan pursuant to the related Reconstitution Agreement. In the event of a repurchase, the Servicer shall, simultaneously with such reassignment, give written notice to the Owner that such repurchase has taken place, and amend the Mortgage Loan Schedule to reflect the addition of the repurchased Mortgage Loan to this Agreement. In connection with any such addition, the Servicer and the Owner shall be deemed to have made as to such repurchased Mortgage Loan the representations and warranties set forth in this Agreement except that all such representations and warranties set forth in this Agreement shall be deemed made as of the date of such repurchase.

Owner's Repurchase and Indemnification Obligations. Upon receipt by the Servicer of notice from the trustee FNMA, FHLMC, GNMA or other such third party purchaser of a Breach breach of any Owner representation or warranty contained in any Reconstitution Agreement or a request by FNMA, FHLMC, GNMA, the trustee or such third party purchaser, as the case may be, for the repurchase of any Mortgage Loan transferred to FNMA, FHLMC or GNMA pursuant to an Agency Transfer or to a trustee pursuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer, the Servicer shall promptly notify the Owner of same and shall, at the direction of the Owner, use its Best Efforts to cure and correct any such Breach breach and to satisfy the requests or concerns of FNMA, FHLMC, GNMA, the trustee or the third party purchaser related to such deficiencies of the related Mortgage Loans transferred to FNMA, FHLMC, GNMA, the trustee or other such third party purchaser. The Owner shall repurchase from the Servicer any Mortgage Loan transferred to FNMA, FHLMC or GNMA pursuant to an Agency Transfer or to a trustee pursuant to a Pass-Through Transfer or to a third party purchaser pursuant to a Whole Loan Transfer with respect to which the Servicer has been required by FNMA, FHLMC, GNMA, the trustee or such third party purchaser to repurchase due to a Breach breach of a representation or warranty made by the Owner with respect to the Mortgage Loans, or the servicing thereof prior to the transfer date related Transfer Date to FNMA, FHLMC, GNMA, the trustee or any third party purchaser in any Reconstitution Agreement and not due to a breach of the Servicer's ’s obligations thereunder or pursuant to this Agreement. The repurchase price to be paid by the Owner to the Servicer shall equal that repurchase price paid by the Servicer to FNMA, FHLMC, GNMA, the trustee or the third party purchaser plus all reasonable costs and expenses borne by the Servicer in connection with the cure of said Breach breach of a representation or warranty made by the Owner and in connection with the repurchase of such Mortgage Loan from FNMA, FHLMC, GNMA, the trustee or the third party purchaser, including, but not limited to, reasonable and necessary attorneys' ’ fees. At the time of repurchase, the Custodian and the Servicer shall arrange for the reassignment of the repurchased Mortgage Loan to the Owner according to the Owner's ’s instructions and the delivery to the Custodian of any documents held by FNMA, FHLMC, GNMA, the trustee or other relevant third party purchaser with respect to the repurchased Mortgage Loan pursuant to the related Reconstitution Agreement. In the event of a repurchase, the Servicer shall, simultaneously with such reassignment, give written notice to the Owner that such repurchase has taken place, and amend the Mortgage Loan Schedule to reflect the addition of the repurchased Mortgage Loan to this Agreement. In connection with any such addition, the Servicer and the Owner shall be deemed to have made as to such repurchased Mortgage Loan the representations and warranties set forth in this Agreement except that all such representations and warranties set forth in this Agreement shall be deemed made as of the date of such repurchase.