Common use of Ownership Clause in Contracts

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 83 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc. Trust 2006-He1), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He5), Mortgage Loan Flow Purchase, Sale & Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-1xs)

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Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Upon payment of the Purchase Price, the Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 25 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He5), Pooling and Servicing Agreement (Morgan Stanley Abs Capital I Inc Series 2004-He1), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage LoanNote. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 23 contracts

Samples: Pooling and Servicing Agreement (FFMLT Trust 2005-Ffa), Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Trust Agreement (New Century Alternative Mortgage Loan Trust 2006-Alt2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The From and after the related Closing Date, the Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 23 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc. Trust 2006-He2), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2007-He5), Pooling and Servicing Agreement (Morgan Stanley Capital I Inc. Trust 2006-He2)

Ownership. The Seller is As of the Closing Date, Accredited was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Accredited will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The As of the Closing Date, upon payment of the Purchase Price, the Mortgage Loan is was not assigned or pledged, and the Seller has Accredited had good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends As of the Closing Date, Accredited intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Accredited will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Accredited will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 21 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He3), Pooling and Servicing Agreement (Morgan Stanley Abs Capital I Inc Trust 2003-He2), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 20 contracts

Samples: Master Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-12), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-12), Master Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)

Ownership. The Immediately prior to the payment of the Purchase Price, the Seller is was the sole owner of record and holder of the Mortgage Loan Loans and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loans, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledged, pledged by the Seller and the Seller has good, indefeasible had good and marketable title thereto, and has the Seller had full right to transfer and sell the Mortgage Loan Loans to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, equity, pledge, charge, claim or security interest, interest and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, party to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loans. Following the sale of each the Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possessmonitor, possess and control and monitor the Mortgage LoanLoan except in connection with the servicing of the Mortgage Loan by the Servicer as set forth in this Agreement. After the related Closing Date, neither the Seller nor the Servicer will have no any right to modify or alter the terms of the sale of the Mortgage Loan and neither the Seller nor the Servicer will have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to by the Seller, the Servicer and the Purchaser.

Appears in 16 contracts

Samples: Mortgage Loan Sale and Servicing Agreement (J.P. Morgan Alternative Loan Trust 2006-A2), Mortgage Loan Sale and Servicing Agreement (J.P. Morgan Alternative Loan Trust 2006-S1), Pooling and Servicing Agreement (Jpmac 2006-Wmc2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan will be free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its Mortgage capacity as Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 16 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-6ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 15 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2007-1), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-17xs), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He3)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 15 contracts

Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-9ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-1ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-6xs)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement except for any warehouse liens that will be released simultaneously with the sale of the Mortgage Loan to the Purchaser, and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 15 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust Series 2005-3), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-2), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-1)

Ownership. The Seller is Immediately prior to the transfer contemplated by the Purchase Agreement, NC Capital was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain NC Capital retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is was not assigned or pledged, and the Seller has NC Capital had good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Securitization Closing Date, the Seller NC Capital will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller NC Capital will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 12 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He6), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He9), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He2)

Ownership. The Seller Aames is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Aames will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has Aames had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Aames Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Aames intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Aames will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Aames will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the Aames Purchase Agreement;

Appears in 12 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He3), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He9), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He8)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 12 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-He3), Pooling and Servicing Agreement (GSAMP Trust 2006-S6), Pooling and Servicing Agreement (GSAMP Trust 2005-He6)

Ownership. The Subject to the lien of a warehouse lender to be released prior to the closing of any Mortgage Loan sale, the Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 11 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-2), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2005-4), Pooling and Servicing Agreement (Morgan Stanley IXIS Real Estate Capital Trust 2006-1)

Ownership. The As of the Closing Date, subject to the lien of a warehouse lender to be released prior to the closing of any Mortgage Loan sale, the Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 11 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2005-4), Pooling and Servicing Agreement (Morgan Stanley Ixis Real Estate Capital Trust 2006-2), Pooling and Servicing Agreement (Morgan Stanley IXIS Real Estate Capital Trust 2006-1)

Ownership. The Upon payment of the Purchase Price, the Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Upon payment of the Purchase Price, the Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The From and after the related Closing Date, the Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 11 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He3), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-Wmc3), Pooling and Servicing Agreement (Morgan Stanley Abs Capital I Inc)

Ownership. The As of the Closing Date, the Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 10 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-3), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-1), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2005-2)

Ownership. The Seller Immediately prior to the sale of the Mortgage Loan hereunder on the Closing Date, the Originator is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Originator will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller Originator has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Originator intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Originator will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Originator will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 8 contracts

Samples: Pooling and Servicing Agreement (Fremont Home Loan Trust 2006-E), Pooling and Servicing Agreement (Fremont Mortgage Securities Corp), Pooling and Servicing Agreement (Fremont Mortgage Securities Corp)

Ownership. The Immediately prior to the related Closing Date, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is was not assigned or pledged, and the Seller has had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the applicable Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have had no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the applicable Purchase Agreement;

Appears in 8 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Abs Capital I Inc), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust Series 2005-3), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-1)

Ownership. The Immediately prior to the payment of the Purchase Price, the Seller is was the sole owner of record and holder of the Mortgage Loan Loans and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loans, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledged, pledged by the Seller and the Seller has good, indefeasible had good and marketable title thereto, and has the Seller had full right to transfer and sell the Mortgage Loan Loans to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, equity, pledge, charge, claim or security interest, interest and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, party to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loans. Following the sale of each the Mortgage Loan, the Purchaser purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possessmonitor, possess and control and monitor the Mortgage LoanLoan except in connection with the servicing of the Mortgage Loan by the Seller as set forth in this Agreement. After the related Closing Date, the Seller will not have no any right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will not have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this AgreementAgreement or as otherwise agreed to by the Seller and the Purchaser;

Appears in 8 contracts

Samples: Master Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-A2), Master Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2005-A8), Master Mortgage Loan Purchase and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-A1)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Mortgage

Appears in 7 contracts

Samples: Master Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar), Master Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-8ar), Master Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-7)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the (a) Seller has good, indefeasible valid, insurable (in the case of real property) and marketable title theretoto all of its properties and other assets, whether real or personal, tangible or intangible, reflected on the financial statements delivered to Buyer, except for such properties and other assets that have been disposed of in the ordinary course of business of its business, and has full right to transfer all such properties and sell the Mortgage Loan to the Purchaser other assets are free and clear of any encumbranceall liens except as disclosed in such financial statements. (b) Seller has good title to all of the Repurchase Assets, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of all mortgages, security interests, restrictions, Liens and encumbrances of any encumbrancekind other than the Liens created hereby or contemplated herein, equityand any Transaction shall convey all of Seller’s right, participation interest, lien, pledge, charge, claim or security interest. The Seller intends title and interest in and to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right Purchased Assets to modify or alter the terms Buyer. (c) Each item of the sale Repurchase Assets was acquired by Seller in the ordinary course of its business, in good faith, for value and without notice of any defense against or claim to it on the part of any Person. (d) There are no agreements or understandings between Seller and any other party which would modify, release, terminate or delay the attachment of the Mortgage Loan and the Seller will have no obligation or right security interests granted to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in Buyer under this Agreement;. (e) The provisions of this Agreement are effective to create in favor of Buyer a valid security interest in all right, title and interest of Seller in, to and under the Repurchase Assets. (f) Upon the filing of financing statements on Form UCC-1 naming Buyer as “Secured Party” and Seller as “Debtor”, and describing the Repurchase Assets, in the recording offices of the Secretary of State of Delaware the security interests granted hereunder in the Repurchase Assets will constitute fully perfected first priority security interests under the Uniform Commercial Code in all right, title and interest of Seller in, to and under such Repurchase Assets which can be perfected by filing under the Uniform Commercial Code.

Appears in 6 contracts

Samples: Master Repurchase Agreement (PennyMac Financial Services, Inc.), Master Repurchase Agreement (PennyMac Financial Services, Inc.), Master Repurchase Agreement (PennyMac Financial Services, Inc.)

Ownership. The Immediately prior to the Closing Date, subject to the lien of a warehouse lender that was released prior to the closing of any Mortgage Loan sale, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserSponsor, the Seller will retain retained the Mortgage Files or any part thereof with respect thereto not delivered to the CustodianTrustee, the Purchaser Sponsor or the PurchaserSponsor's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Immediately prior to the Closing Date, the Mortgage Loan is was not assigned or pledged, and the Seller has had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser Sponsor free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the First NLC Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own Sponsor owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have had no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-3), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-2), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, except as may be required of the Seller in its capacity as interim servicer of such Mortgage Loan prior to the Transfer Date. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 5 contracts

Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement except for any warehouse liens that will be released simultaneously with the sale of the Mortgage Loan to the Purchaser, and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 5 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)

Ownership. The As of the Closing Date, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The As of the Closing Date, upon payment of the Purchase Price, the Mortgage Loan is was not assigned or pledged, and the Seller has had good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The As of the Closing Date, the Seller intends intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2007-2), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-1), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-3)

Ownership. The Seller Immediately prior to the sale of the Mortgage Loan hereunder on the Closing Date, the Originator is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Originator will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller Originator has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Originator intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Originator will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Originator will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Fremont Mortgage Securities Corp), Pooling and Servicing Agreement (Fremont Mortgage Securities Corp), Pooling and Servicing Agreement (Fremont Mortgage Securities Corp)

Ownership. The Seller is As of the Original Sale Date, WMC was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserPurchaser and up to the WMC Servicing Transfer Date, the Seller will retain WMC retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The As of the Original Sale Date, the Mortgage Loan is was not assigned or pledged, and the Seller has WMC had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the WMC Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish Upon WMC's receipt of the Purchase Price, WMC relinquished all rights to possess, control and monitor the Mortgage Loan. After the related Closing Original Sale Date, the Seller will have WMC had no right to modify or alter the terms of the sale of the Mortgage Loan and after the Seller will have Securitization Closing Date WMC has no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2006-Wm3), Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2007-He1), Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2006-Wm3)

Ownership. The applicable Seller is the sole beneficial owner and holder and the Company is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Company will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the each applicable Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends Sellers intend to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, neither the Seller Sellers nor the Company will have no any right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Sellers will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2006-He4), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He2), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2006-He4)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;.

Appears in 4 contracts

Samples: Trust Agreement (BCAP LLC Trust 2007-Aa1), Pooling and Servicing Agreement (BCAP LLC Trust 2008-Ind1), Master Servicing and Trust Agreement (BCAP LLC Trust 2006-Aa2)

Ownership. The Immediately before Buyer’s payment of the Purchase Price, Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loan, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledged, pledged by Seller and the Seller has good, indefeasible had good and marketable title thereto, and has Seller had full right to transfer and sell the Mortgage Loan to the Purchaser Buyer free and clear of any encumbrance, equityLien, participation interest, lienequity, pledge, charge, pledge or claim or security interest, and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, Person to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loan. Following the sale of each the Mortgage Loan, the Purchaser Buyer will own such Mortgage Loan and the other Mortgage Assets free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or Lien and shall have a valid and perfected first priority security interest. The Seller intends to relinquish all rights to possess, control interest in such Mortgage Loan and monitor the other Mortgage LoanAssets then existing and thereafter arising in each case free and clear of any Lien. After the related Closing Purchase Date, the Seller will not have no any right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will not have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to by Seller and Buyer. Seller has full right to sell, assign and transfer the Mortgage Loan without the consent of the related Mortgagor or any other Person.

Appears in 4 contracts

Samples: Master Repurchase Agreement (loanDepot, Inc.), Master Repurchase Agreement (loanDepot, Inc.), Master Repurchase Agreement (AmeriHome, Inc.)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its Mortgage capacity as Servicer of such Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 4 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-10xs)

Ownership. The Immediately prior to the related Closing Date, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Immediately prior to the related Closing Date, the Mortgage Loan is was not assigned or pledged, and the Seller has had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the applicable Purchase Agreement except for any warehouse liens that will be released simultaneously with the sale of the Mortgage Loan to the Purchaser, and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have had no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the applicable Purchase Agreement;

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust Series 2005-3), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-1), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-1)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 4 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 4 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-12)

Ownership. The Seller As of the Original Purchase Date the Responsible Party is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserSponsor, the Seller will retain Responsible Party retained the Mortgage Files or any part thereof with respect thereto not delivered to the CustodianTrustee, the Purchaser Sponsor or the PurchaserSponsor's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Prior to the Original Purchase Date the Mortgage Loan is was not assigned or pledged, and the Seller Responsible Party has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser Sponsor free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own Sponsor owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish Responsible Party relinquished all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Responsible Party will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have Responsible Party had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the Purchase Agreement;

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2007-Fm2), Pooling and Servicing Agreement (GSAMP Trust 2007-Fm1), Pooling and Servicing Agreement (GSAMP Trust 2006-Fm2)

Ownership. The Seller Decision One is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Decision One will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller Decision One has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Decision One intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Decision One will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Decision One will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He3), Pooling and Servicing Agreement (Morgan Stanley Abs Capital I Inc), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He2)

Ownership. The Seller is Immediately prior to the related Closing Date, the Company was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain Company retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Immediately prior to the related Closing Date, the Mortgage Loan is was not assigned or pledged, and the Seller has Company had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the applicable Purchase Agreement except for any warehouse liens that will be released simultaneously with the sale of the Mortgage Loan to the Purchaser, and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends Company intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have Company had no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have Company had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the applicable Purchase Agreement;

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Ixis Real Estate Capital Trust 2006-2), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-3), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-2)

Ownership. The Seller Decision One is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserSponsor, the Seller Decision One will retain the Mortgage Files or any part thereof with respect thereto not delivered to the CustodianTrustee, the Purchaser Sponsor or the PurchaserSponsor's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller Decision One has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser Sponsor free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser Sponsor will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Decision One intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Decision One will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Decision One will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Capital I Inc. Trust 2006-He1), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-1), Pooling and Servicing Agreement (Morgan Stanley Capital I Inc. Trust 2006-He1)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the GMAC-AmNet Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the GMAC-AmNet Agreement;

Appears in 3 contracts

Samples: Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2007-2), Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2007-4), Mortgage Loan Purchase and Sale Agreement (Sequoia Mortgage Trust 2007-3)

Ownership. The Immediately prior to the Closing Date, subject to the lien of a warehouse lender that was released prior to the closing of any Mortgage Loan sale, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Immediately prior to the Closing Date, the Mortgage Loan is was not assigned or pledged, and the Seller has had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the First NLC Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have had no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2005-1), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2005-2), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2005-4)

Ownership. The Seller is Immediately prior to the transfer contemplated by the Purchase Agreement, the Responsible Party was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain Responsible Party retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and servicing, supervising the servicing of each Mortgage Loan, and as otherwise required by law. The Mortgage Loan is not was not, as of the Original Purchase Date, assigned or pledged, and the Seller has Responsible Party had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, in accordance with the Purchase Agreement, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will Responsible Party did not have no any right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the Purchase Agreement;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2004-Op1), Pooling and Servicing Agreement (Sabr Trust 2005-Op1), Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2005-Op2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. IXIS Real Estate Capital Trust 2007-He1), Trust Agreement (GSAA Home Equity 2005-12), Pooling and Servicing Agreement (Natixis Real Estate Capital Trust 2007-He2)

Ownership. The Seller Responsible Party is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon subject to the interest of Responsible Party's Warehouse Lender which will be released on or before the sale to the Sponsor of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage LoanLoans. The Mortgage Loan is not assigned or pledged, and the Seller Responsible Party has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser Sponsor free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser Sponsor will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Responsible Party intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Securitization Closing Date, the Seller Responsible Party will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Responsible Party will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2007-Nc1), Pooling and Servicing Agreement (GSAMP Trust 2006-Nc2), Pooling and Servicing Agreement (GS Mortgage Securities Corp GSAMP Trust 2004-Nc2)

Ownership. The Seller Senderra is the sole owner of record and holder of the Mortgage Loan and Senderra Mortgagx Xxxx xnd the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage LoanNote. The Senderra Mortgage Loan is not assigned or pledged, and the Seller Senderra has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Senderra Mortgage Loan to the Purchaser GSMC free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Senderra Mortgage Loan pursuant to this Agreement and following the sale of each Senderra Mortgage Loan, the Purchaser GSMC will own such Senderra Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Senderra intends to relinquish all rights to possess, control and monitor the Senderra Mortgage Loan. After the related Closing Date, the Seller Senderra will have no right to modify or alter the terms of the sale of the Senderra Mortgage Loan and the Seller Senderra will have no obligation or right to repurchase the Senderra Mortgage Loan or substitute another Senderra Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-He7), Pooling and Servicing Agreement (GSAMP Trust 2006-He5), Pooling and Servicing Agreement (GSAMP Trust 2006-He8)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Interim Servicer of such Mortgage Loan prior to the Transfer Date. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Gsaa Home Equity Trust 2004-5), Master Servicing and Trust Agreement (GSAA Home Equity Trust 2006-10), Pooling and Servicing Agreement (GS Mortgage GSAMP Trust 2005-He1)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserTrust, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser Trust or the Purchaser's Trust’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser Trust free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser Trust will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar), Pooling and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Pooling and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-13)

Ownership. The Seller is As of the applicable Original Sale Date, the Responsible Party was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain Responsible Party retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The As of the applicable Original Sale Date, the Mortgage Loan is was not assigned or pledged, and the Seller has Responsible Party had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish Responsible Party has relinquished all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (SABR LLC Trust 2006-Fr1), Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2006-Fr3), Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2006-Fr2)

Ownership. The At the time of Administrative Agent’s payment of the Purchase Price, Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each the Mortgage Note. Immediately before the Purchase Date, the Mortgage Loan, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledgedpledged by Seller (although it may be, or have been, subject to a Takeout Commitment) and the Seller has good, indefeasible good and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser Buyers free and clear of any encumbrance, equityLien, participation interest, lienequity, pledge, charge, pledge or claim or security interest, and has full right and authority subject to no interest or participation ofin, or agreement with, any other party, Person to sell and assign each or otherwise transfer the Mortgage Loan, subject to any applicable Takeout Commitment. Following the sale of the Mortgage Loan, Buyers will own such Mortgage Loan and the other Mortgage Assets free and clear of any Lien except for the Lien created pursuant to this Agreement and following the sale subject to Seller’s repurchase rights and applicable Takeout Commitments and Buyers have a valid and perfected first priority security interest in all of each Mortgage LoanSeller’s right, the Purchaser will own title and interest in and to such Mortgage Loan and the other Mortgage Assets then existing and thereafter arising in each case free and clear of any encumbranceLien, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends subject to relinquish all Seller’s repurchase rights to possess, control and monitor the Mortgage Loanapplicable Takeout Commitments. After the related Closing Purchase Date, the Seller will not have no any right to modify or alter the terms of the sale of the Mortgage Loan to Buyers and the Seller will not have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to by Seller and Buyers. Seller has full right to sell, assign and transfer the Mortgage Loan without the consent of the related Mortgagor or any other Person.

Appears in 3 contracts

Samples: Master Repurchase Agreement (Rocket Companies, Inc.), Master Repurchase Agreement (Rocket Companies, Inc.), Master Repurchase Agreement (Rocket Companies, Inc.)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale payment of the Mortgage Loans Purchase Price, as defined in the related Purchase Price and Terms Agreement, by the Purchaser, and with respect to the Purchaserapplicable Mortgage Loans, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following upon the sale payment of each the Purchase Price, as defined in the related Purchase Price and Terms Agreement, by the Purchaser, and with respect to the applicable Mortgage LoanLoans, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Interim Servicer of such Mortgage Loan. After Upon the payment of the Purchase Price, as defined in the related Closing DatePurchase Price and Terms Agreement, by the Purchaser, and with respect to the applicable Mortgage Loans, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-5ax), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, except as may be required of the Servicer in its capacity as servicer of such Mortgage Loan prior to the Transfer Date. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-6ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-8ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-5ar)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Interim Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 3 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-13), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-10xs), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-12)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its Mortgage capacity as Servicer of such Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-1ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-7)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not released or delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-11), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)

Ownership. The As of the Closing Date, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The As of the Closing Date, upon payment of the Purchase Price, the Mortgage Loan is was not assigned or pledged, and the Seller has had good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the applicable Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The As of the Closing Date, the Seller intends intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-2), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note Note, except for the assignments of mortgage which have been sent for recording and upon recordation, Seller will be the owner of record of each Mortgage and the indebtedness evidenced by each Mortgage Note, and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except indirectly for purposes of servicing the Mortgage Loan as set forth in the Servicing Agreement. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Purchase Agreement (Chevy Chase Preferred Capital Corp), Mortgage Loan Purchase Agreement (Chevy Chase Preferred Capital Corp)

Ownership. The Immediately before Buyer’s payment of the Purchase Price, Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loan, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledged, pledged by Seller and the Seller has good, indefeasible had good and marketable title thereto, and has Seller had full right to transfer and sell the Mortgage Loan to the Purchaser Buyer free and clear of any encumbrance, equityLien, participation interest, lienequity, pledge, charge, pledge or claim or security interest, and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, Person to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loan. Following the sale of each the Mortgage Loan, the Purchaser Buyer will own such Mortgage Loan and the other Mortgage Assets free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or Lien and shall have a valid and perfected first priority security interest. The Seller intends to relinquish all rights to possess, control interest in such Mortgage Loan and monitor the other Mortgage LoanAssets then existing and thereafter arising in each case free and clear of any Lien. After the related Closing Purchase Date, the Seller will not have no any right to modify or alter the terms of the sale of the Mortgage Loan to Buyer and the Seller will not have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to by Seller and Buyer. Seller has full right to sell, assign and transfer the Mortgage Loan without the consent of the related Mortgagor or any other Person.

Appears in 2 contracts

Samples: Master Repurchase Agreement (PennyMac Mortgage Investment Trust), Master Repurchase Agreement (Pennymac Financial Services, Inc.)

Ownership. The Seller As of the Closing Date, MLN is the sole owner of record and holder of the MLN Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale Note. As of the Mortgage Loans to the PurchaserClosing Date, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The MLN Mortgage Loan is not assigned or pledged, and the Seller MLN has good, indefeasible and marketable title thereto, and has full right to transfer and sell the MLN Mortgage Loan to the Purchaser GSMC free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each MLN Mortgage Loan pursuant to this the MLN Agreement and following the sale of each MLN Mortgage Loan, the Purchaser GSMC will own such MLN Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller MLN intends to relinquish all rights to possess, control and monitor the MLN Mortgage Loan. After the related Closing Date, the Seller MLN will have no right to modify or alter the terms of the sale of the MLN Mortgage Loan and the Seller MLN will have no obligation or right to repurchase the MLN Mortgage Loan or substitute another MLN Mortgage Loan, except as provided in this the MLN Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2006-He7), Pooling and Servicing Agreement (GSAMP Trust 2006-He5)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan will be free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its Mortgage capacity as Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-8xs), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2007-7ax)

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Ownership. The Immediately prior to the Buyer’s payment of the Purchase Price, Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loan, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledged, pledged by Seller and the Seller has good, indefeasible had good and marketable title thereto, and has Seller had full right to transfer and sell the Mortgage Loan to the Purchaser Buyer free and clear of any encumbrance, equityLien, participation interest, lienequity, pledge, charge, pledge or claim or security interest, and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, Person to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loan. Following the sale of each the Mortgage Loan, the Purchaser Buyer will own such Mortgage Loan and the other Mortgage Assets free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or Lien and shall have a valid and perfected first priority security interest. The Seller intends to relinquish all rights to possess, control interest in such Mortgage Loan and monitor the other Mortgage LoanAssets then existing and thereafter arising in each case free and clear of any Lien. After the related Closing Purchase Date, the Seller will not have no any right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will not have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to by Seller and Buyer. Seller has full right to sell, assign and transfer the Mortgage Loan without the consent of the related Mortgagor or any other Person.

Appears in 2 contracts

Samples: Master Repurchase Agreement, Master Repurchase Agreement (Pulte Homes Inc/Mi/)

Ownership. The Seller is Immediately prior to the payment of the Purchase Price, the Seller, or MERS, as nominee for the Seller, was the sole owner of record and holder of the Mortgage Loan Loans and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loans, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledgedpledged by the Seller other than to Seller’s warehouse lenders, whose lien shall be released prior to or simultaneously with the purchase thereof by the Purchaser, and the Seller has good, indefeasible had good and marketable title thereto, and has prior to or simultaneously with purchase thereof by the Purchaser, the Seller had full right to transfer and sell the Mortgage Loan Loans to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, equity, pledge, charge, claim or security interest, interest and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, party to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loans. Following the sale of each the Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possessmonitor, possess and control and monitor the Mortgage LoanLoan except in connection with the servicing of the Mortgage Loan by the Servicer as set forth in this Agreement. After the related Closing Date, neither the Seller nor the Servicer will have no any right to modify or alter the terms of the sale of the Mortgage Loan and neither the Seller nor the Servicer will have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to by the Seller, the Servicer and the Purchaser.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Jpmac 2006-Cw2), Pooling and Servicing Agreement (Jpmac 2006-Acc1)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, except as may be required for the Servicer to service such Mortgage Loan. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required for the Servicer to service such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Sale and Servicing Agreement (GSR Mortgage Loan Trust 2006-Oa1), Mortgage Loan Sale and Servicing Agreement (GSR Mortgage Loan Trust 2006-Ar1)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note Note, except for the assignments of mortgage which have been sent for recording, and upon recordation the Seller will be the owner of record of each Mortgage and the indebtedness evidenced by each Mortgage Note, and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, its designee in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, good and indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except indirectly for purposes of servicing the Mortgage Loan as set forth in the Servicing Agreement. After the related applicable Closing Date, the Seller will have no right to modify or alter the terms of the sale of the any Mortgage Loan and the Seller will have no obligation or right to repurchase the such Mortgage Loan or substitute another Mortgage LoanLoan therefor, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (First Nationwide Preferred Capital Corp), Mortgage Loan Purchase and Warranties Agreement (California Federal Preferred Capital Corpation)

Ownership. The Seller is the sole owner of record for each Mortgage Loan other than a MERS Designated Loan and is the holder of the each Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserNote. Other than as contemplated by Section 16 hereof, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interestinterest (other than as contemplated by Subsection 9.03(j)), and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loaninterest (other than as contemplated by Subsection 9.03(j)). After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (GSAMP Trust 2007-H1), Pooling and Servicing Agreement (GSAMP Trust 2007-He1)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, except as may be required of the Seller in its capacity as servicer of such Mortgage Loan prior to the related Transfer Date. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-15ar), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2007-14ar)

Ownership. The Immediately prior to the Closing Date, subject to the lien of a warehouse lender that was released prior to the closing of any Mortgage Loan sale, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMSMC, the Seller will retain retained the Mortgage Files or any part thereof with respect thereto not delivered to the CustodianTrustee, the Purchaser MSMC or the PurchaserMSMC's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Immediately prior to the Closing Date, the Mortgage Loan is was not assigned or pledged, and the Seller has had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser MSMC free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the First NLC-MSMC Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own MSMC owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have had no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley IXIS Real Estate Capital Trust 2006-1), Pooling and Servicing Agreement (Morgan Stanley Ixis Real Estate Capital Trust 2006-2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note Note, except for the assignments of mortgage which have been sent for recording, and upon recordation the Seller will be the owner of record of each Mortgage and the indebtedness evidenced by each Mortgage Note, and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, its designee in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except indirectly for purposes of servicing the Mortgage Loan as set forth in the Servicing Agreement. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Franklin Finance Corp), Mortgage Loan Purchase and Warranties Agreement (Franklin Finance Corp)

Ownership. The Seller Responsible Party is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Responsible Party will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller Responsible Party has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Responsible Party intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Responsible Party will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Responsible Party will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2007-Nc1), Pooling and Servicing Agreement (Securitized Asset Backed Receivables LLC Trust 2007-Nc2)

Ownership. The Seller or MERS is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Except for the lien of the Seller's warehouse lender, which lien will be released upon payment of the related Purchase Price, the Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interestinterest related to the Seller. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. IXIS Real Estate Capital Trust 2007-He1), Pooling and Servicing Agreement (Natixis Real Estate Capital Trust 2007-He2)

Ownership. The Seller is Immediately prior to the transfer contemplated by the Purchase Agreement, Option One was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain Option One retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is was not assigned or pledged, and the Seller has Option One had good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own such owned each Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Securitization Closing Date, the Seller Option One will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Option One will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He2), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He1)

Ownership. The Seller Decision One is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Decision One will retain the Mortgage Files or any part thereof with respect thereto not delivered to the CustodianTrustee, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller Decision One has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Decision One intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Decision One will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Decision One will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He6), Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2005-He7)

Ownership. The Immediately before the Buyers’ payment of the Purchase Price, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each the Mortgage Note. Immediately before the Purchase Date, the Mortgage Loan, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledgedpledged by the Seller (although it may be, or have been, subject to an Investor Commitment) and the Seller has good, indefeasible good and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser Agent on behalf of the Buyers free and clear of any encumbrance, equityLien, participation interest, lienequity, pledge, charge, pledge or claim or security interest, and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, Person to sell and assign each or otherwise transfer the Mortgage Loan, subject to any applicable Investor Commitment. Following the sale of the Mortgage Loan, Buyers will own such Mortgage Loan and the other Collateral free and clear of any Lien except for the Lien created pursuant to this Agreement and following the sale subject to Seller’s repurchase rights and applicable Investor Commitments and Buyers shall have a valid and perfected first priority security interest in all of each Mortgage LoanSeller’s right, the Purchaser will own title and interest in and to such Mortgage Loan and the other Collateral then existing and thereafter arising in each case free and clear of any encumbranceLien, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends subject to relinquish all Seller’s repurchase rights to possess, control and monitor the Mortgage Loanapplicable Investor Commitment. After the related Closing Purchase Date, the Seller will not have no any right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will not have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to by the Seller, the Agent and each Buyer. The Seller has full right to sell, assign and transfer the Mortgage Loan without the consent of the related Customer or any other Person.

Appears in 2 contracts

Samples: Master Repurchase Agreement (M/I Homes, Inc.), Master Repurchase Agreement (Pultegroup Inc/Mi/)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Upon the consummation of the sale of the Mortgage Loan from the Seller to the Purchaser, the Mortgage Loan is not assigned or pledged, and the . The Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Interim Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-6ar), Mortgage Loan Purchase and Warranties Agreement (Morgan Stanley Mortgage Loan Trust 2006-3ar)

Ownership. The Immediately prior to the Closing Date, subject to the lien of a warehouse lender that was released prior to the closing of any Mortgage Loan sale, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserSponsor, the Seller will retain retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser Sponsor or the PurchaserSponsor's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Immediately prior to the Closing Date, the Mortgage Loan is was not assigned or pledged, and the Seller has had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser Sponsor free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the First NLC Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own Sponsor owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have had no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-1), Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2006-1)

Ownership. The Immediately prior to the payment of the purchase price, the Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-1ar), Pooling and Servicing Agreement (Morgan Stanley Ixis Real Estate Capital Trust 2006-2)

Ownership. The Immediately prior to the payment of the Purchase Price, the Seller is was the sole owner of record and holder of the Mortgage Loan Loans and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loans, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledged, pledged by the Seller and the Seller has good, indefeasible had good and marketable title thereto, and has the Seller had full right to transfer and sell the Mortgage Loan Loans to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, equity, pledge, charge, claim or security interest, interest and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, party to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loans. Following the sale of each the Mortgage Loan, the Purchaser will own take such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possessmonitor, possess and control and monitor the Mortgage LoanLoan except in connection with the servicing of the Mortgage Loan by the Servicer as set forth in this Agreement. After the related Closing Date, neither the Seller nor the Servicer will have no any right to modify or alter the terms of the sale of the Mortgage Loan and neither the Seller nor the Servicer will have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to by the Seller, the Servicer and the Purchaser.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (J.P. Morgan Mortgage Acquisition Trust 2007-He1), Mortgage Loan Sale and Interim Servicing Agreement (Jpmac 2006-Fre2)

Ownership. The Seller is As of the applicable Original Sale Date, the Responsible Party was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain Responsible Party retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The As of the applicable Original Sale Date, the Mortgage Loan is was not assigned or pledged, and the Seller has Responsible Party had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Responsible Party intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Sabr Trust 2005-Fr3), Pooling and Servicing Agreement (Sabr Trust 2005-Fr2)

Ownership. The Seller is As of the Closing Date, the Company or MERS was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain Company retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The As of the Closing Date, upon payment of the related Purchase Price, the Mortgage Loan is was not assigned or pledged, and the Seller has Company had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and immediately following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interestinterest related to the Company. The Seller intends As of the Closing Date, the Company intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After Since the related Closing Date, the Seller Company has had and will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Company has had and will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the Purchase Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. IXIS Real Estate Capital Trust 2007-He1), Pooling and Servicing Agreement (Natixis Real Estate Capital Trust 2007-He2)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note Note, except for the assignments of mortgage which have been sent for recording, and upon recordation the Purchaser will be the sole owner of record and holder of each Mortgage and the indebtedness evidenced by each Mortgage Note, and upon the sale of the Mortgage Loans to the Purchaser, the Seller Servicer will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, its designee in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, good and indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interestinterest except as created by Purchaser. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related applicable Closing Date, the Seller will have no right to modify or alter the terms of the sale of the any Mortgage Loan and the Seller will have no obligation or right to repurchase the such Mortgage Loan or substitute another Mortgage LoanLoan therefor, except as provided in this Agreement;

Appears in 2 contracts

Samples: Residential Mortgage Loan Purchase and Warranties Agreement (Peoples Preferred Capital Corp), Residential Mortgage Loan Purchase and Warranties Agreement (Peoples Preferred Capital Corp)

Ownership. The related Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Sellers will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the related Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The related Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Sellers will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Sellers will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Gs Mortgage Sec Corp Mort Pass THR Cert Ser 2002-He2), Pooling and Servicing Agreement (Gs Mortgage Sec Corp Mort Pass THR Cert Ser 2002-He2)

Ownership. The Immediately prior to the payment of the Purchase Price on the Closing Date, the Seller is was the sole owner of record and holder of the Mortgage Loan Loans and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loans, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledged, pledged by the Seller and the Seller has good, indefeasible had good and marketable title thereto, and has the Seller had full right to transfer and sell the Mortgage Loan Loans to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, equity, pledge, charge, claim or security interest, interest (other than the Mortgage) and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, party to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loans. As of the sale of each Mortgage LoanClosing Date, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interestinterest (other than the Mortgage Loan). The Seller intends to relinquish all rights to possessmonitor, possess and control and monitor the Mortgage LoanLoan except in connection with the servicing of the Mortgage Loan by the Servicer as set forth in this Agreement. After the related Closing Date, neither the Seller nor the Servicer will have no any right to modify or alter the terms of the sale of the Mortgage Loan and neither the Seller nor the Servicer will have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;, the Interim Servicing Agreement or as otherwise agreed to by the Seller, the Servicer and the Purchaser. (r)

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (J.P. Morgan Mortgage Trust 2007-S3), Pooling and Servicing Agreement (J.P. Morgan Mortgage Trust 2007-S3)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, except as may be required of the Seller in its capacity as interim servicer of such Mortgage Loan prior to the Transfer Date. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Servicer of such Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 2 contracts

Samples: Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Dean Witter Capital I Inc), Mortgage Loan Sale and Servicing Agreement (Morgan Stanley Mortgage Loan Trust 2006-15xs)

Ownership. The Seller is On the date it sold the applicable Mortgage Loan to the Purchaser, the Responsible Party was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon and, after the sale of the Mortgage Loans Loan to the Purchaser, the Seller will retain Responsible Party retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each such Mortgage Loan. The Mortgage Loan is was not assigned or pledged, and (as of the Seller has date it sold the Mortgage Loan to the Purchaser) the Responsible Party had good, indefeasible and marketable title thereto, and has had full right to transfer and sell sold the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority authority, subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the applicable Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends Responsible Party intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Datedate it sold the Mortgage Loan to the Purchaser, the Seller will have Responsible Party had no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have Responsible Party had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in the applicable Purchase Agreement and in this Agreement;.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Mortgage Pass Through Certificates Series 2002-Op1)

Ownership. The Immediately prior to the payment of the Purchase Price, the Seller is was the sole owner of record and holder of the Mortgage Loan Loans and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loans, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is are not assigned or pledged, pledged by the Seller and the Seller has good, indefeasible good and marketable title thereto, and the Seller has full right to transfer and sell the Mortgage Loan Loans (including, without limitation, any interest in the Servicing Rights) to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, equity, pledge, charge, claim or security interest, interest and has full right and authority subject to no interest or participation ofin, or agreement with, with any other party, party to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loans. Following the sale of each the Mortgage LoanLoan (including, without limitation, any interest in the Servicing Rights), the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possessmonitor, possess and control and monitor the Mortgage LoanLoan except in connection with the servicing of the Mortgage Loan by the Servicer as set forth in this Agreement. After the related Closing Date, neither the Seller nor the Servicer will have no any right to modify or alter the terms of the sale of the Mortgage Loan and neither the Seller nor the Servicer will have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to in writing by the Seller, the Servicer and the Purchaser. The transfer, sale and delivery of the Servicing Rights in accordance with the terms and conditions of this Agreement shall vest in Purchaser or its designee all rights as servicer free and clear of any and all claims, charges, defenses, offsets and encumbrances, including but not limited to those of Seller.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (J.P. Morgan Mortgage Acquisition Trust 2007-He1)

Ownership. The Immediately prior to the related Closing Date, the Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is was not assigned or pledged, and the Seller has had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have had no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the Purchase Agreement;

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Home Equity Loan Trust 2005-2)

Ownership. The Seller Immediately prior to the sale of the Mortgage Loan hereunder on the Closing Date, the Originator is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Originator will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or Fremont 2005-A Mortgage Loan Purchase Agreement pledged, and the Seller Originator has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Originator intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Originator will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Originator will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement (Fremont Mortgage Securities Corp)

Ownership. The Seller is Immediately prior to the sale of the Mortgage Loan to the Unaffiliated Seller, IFC was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserUnaffiliated Seller, the Seller IFC will retain the Mortgage Custodial Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designeeTrustee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller IFC has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser Unaffiliated Seller free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser Unaffiliated Seller will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller IFC intends to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Datedate of the sale of the Mortgage Loan to the Unaffiliated Seller, the Seller IFC will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller IFC will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the IFC Purchase Agreement and the Pooling and Servicing Agreement;

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Abs Capital I Inc)

Ownership. The With respect to each Ownit Mortgage Loan, the Seller is the sole owner of record and holder of the Ownit Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Ownit Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Ownit Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Ownit Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Ownit Mortgage Loan, the Purchaser will own such Ownit Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Ownit Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 1 contract

Samples: Pooling and Servicing Agreement (ABFC Asset-Backed Certificates, Series 2005-He2)

Ownership. The Seller Aames is the sole owner of record and holder of the Mortgage Loan and the indebtedness txx xxdebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Aames will retain the Mortgage Files or any part thereof with respect thereto txxxxxo not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has Aames had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Aames Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller Aames intends to relinquish all rights to possess, control and monitor the Mortgage xxx Xortgage Loan. After the related Closing Date, the Seller Aames will have no right to modify or alter the terms of the sale of the Mortgage thx Xxxtgage Loan and the Seller Aames will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this the Aames Purchase Agreement;

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley ABS Capital I Inc. Trust 2004-He7)

Ownership. The Seller is At the time of the sale to the Transferor, the Originator was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage LoanNote. The Mortgage Loan is was not assigned or pledged, and the Seller has Originator had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser Transferor free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the applicable Originator Mortgage Loan Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own Transferor owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish Originator relinquished all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have The Originator has no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have Originator has no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement and the applicable Mortgage Loan Purchase Agreement;

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Painewebber Mortgage Acceptance Corp Iv Series 2000-He-1)

Ownership. The Seller is As of the Closing Date, the Responsible Party was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller Responsible Party will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The As of the Closing Date, upon payment of the Purchase Price, the Mortgage Loan is was not assigned or pledged, and the Seller has Responsible Party had good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this the Purchase Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends As of the Closing Date, the Responsible Party intended to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller Responsible Party will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Responsible Party will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Abs Mort Pass THR Certs Ser 2003-He3)

Ownership. ​ i. The Seller Equity Holder is the sole beneficial and record owner of record the Equity Interests set forth next to the Equity Holder’s name on Schedule A. The Equity Interests and holder Options set forth on Schedule A collectively constitute 100% of the Mortgage Loan and Equity Holder’s interest in the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledgedCompany, and the Seller has goodEquity Holder does not own, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear beneficially or of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement withrecord, any other equity, equity-linked or similar securities of the Company or any of its Subsidiaries or have the right to acquire any equity, equity-linked or similar securities of the Company or any of its Subsidiaries. The Equity Holder acknowledges that the Equity Holder’s agreement to carry out the transactions set forth in Section 1.4 above is a material inducement to Newco’s willingness to issue to the Equity Holder, or to the respective wholly owned subsidiary if applicable, the Newco Shares. As such, if after the execution of this Agreement it is discovered that the Equity Holder is directly or indirectly the owner of any additional membership, equity or ownership interests not reflected next to the Equity Holder’s name on Schedule A (an “Undisclosed Interest”), the Equity Holder hereby agrees to contribute, assign, transfer, convey and deliver to Newco all of the Equity Holder’s right, title and interest in and to such Undisclosed Interest. By executing this Agreement, each Equity Holder further represents that it does not have any contract, undertaking, agreement or arrangement with any person to sell, transfer or grant participations to such person or to any person, with respect to any of the Equity Interests, except for the Transaction Documents to which such Equity Holder is a party, the Shareholders’ Agreements and as disclosed on Schedule A. The Equity Holder has the sole right to sell vote (and assign each Mortgage Loan pursuant provide consent in respect of, as applicable) the Equity Interests set forth next to the Equity Holder’s name on Schedule A and, except for this Agreement and following the sale of each Mortgage LoanTransaction Documents to which such Equity Holder is a party, the Purchaser will own such Mortgage Loan free Shareholders’ Agreements and clear as disclosed on Schedule A, the Equity Holder is not party to or bound by (i) any option, warrant, purchase right, or other Contract that could (either alone or in connection with one or more events, developments or events (including the satisfaction or waiver of any encumbranceconditions precedent)) require the Equity Holder to Transfer any of the Equity Interests or (ii) any voting trust, proxy or other Contract with respect to the voting or Transfer of any of the Equity Interests; and ​ ii. The Optionee is the beneficial and record owner of the Options set forth next to the Optionee’s name on Schedule A. The Equity Interests and Options set forth on Schedule A collectively constitute 100% of the Optionee’s interest in the Company and no less than 95% of all Company Shares outstanding as of the date hereof on a Fully Diluted Basis, beneficially or of record, any other equity, equity, participation interest, lien, pledge, charge, claim -linked or security interest. The Seller intends to relinquish all rights to possess, control and monitor similar securities of the Mortgage Loan. After Company or any of its Subsidiaries or have the related Closing Date, the Seller will have no right to modify acquire any equity, equity-linked or alter the terms similar securities of the sale Company or any of its Subsidiaries. By executing this Agreement, each Optionee further represents that it does not have any contract, undertaking, agreement or arrangement with any person to sell, transfer or grant participations to such person or to any person, with respect to any of the Mortgage Loan and the Seller will have no obligation Equity Interests or right to repurchase the Mortgage Loan or substitute another Mortgage LoanOptions, except as provided in this Agreement;for the Transaction Documents to which such Optionee is a party. ​

Appears in 1 contract

Samples: Investment Agreement (XPAC Acquisition Corp.)

Ownership. The Seller Company, or MERS as nominee for the Company, is the sole owner of record and holder of the Mortgage Loan (and with respect to any Cooperative Loan, the sole owner of the related Cooperative Pledge Agreement) and the indebtedness evidenced by each related Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is are not assigned or pledgedpledged to any other Person, and the Seller Company has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, thereto and has full right and authority subject to no interest or participation of, or agreement with, with any other partyPerson, to transfer, assign and sell and assign each the Mortgage Loan to the Purchaser pursuant to this Agreement Agreement. The Company is transferring the Mortgage Loan free and following clear of any and all encumbrances, liens, pledges, equities, participation interests, charges, claims (including, but not limited to, any preference or fraudulent transfer claims), agreements with other parties to sell or otherwise transfer the Mortgage Loan or security interests of any nature encumbering such Mortgage Loan except any such interest created pursuant to or in accordance with the terms of this Agreement. Each sale of the Mortgage Loan from any Prior Owner or the Company, as applicable, was in exchange for fair equivalent value, and the Prior Owner or the Company, as applicable, was solvent both prior to and after the transfer and had sufficient capital to pay and was able to pay its debts as they would generally mature. Following the sale of each the Mortgage LoanLoan to the Purchaser, the Purchaser will own and hold such Mortgage Loan free and clear of any encumbranceand all encumbrances, equityequities, participation interestinterests, lienliens, pledgepledges, chargecharges, claim claims (including, but not limited to, any preference or security interest. The Seller intends fraudulent transfer claims), agreements with other parties to relinquish all rights to possess, control and monitor the Mortgage Loan. After the related Closing Date, the Seller will have no right to modify sell or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase otherwise transfer the Mortgage Loan or substitute another security interest of any nature encumbering such Mortgage Loan, Loan except as provided any such interest created pursuant to or in accordance with the terms of this Agreement;

Appears in 1 contract

Samples: Mortgage Loan Purchase and Interim Servicing Agreement (Five Oaks Investment Corp.)

Ownership. The As of the Original Sale Date, the applicable Seller is Trust was the sole beneficial owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain Responsible Party retained the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is was not assigned or pledged, and the each applicable Seller has Trust had good, indefeasible and marketable title thereto, and has had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has had full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own owned such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, subject, however, to the Responsible Party's retained servicing interest. The Seller intends Trusts intended to relinquish all rights to possess, possess and control and monitor the Mortgage LoanLoans. After the related Closing Date, neither the Seller will have no Trusts nor the Responsible Party had any right to modify or alter the terms of the sale of the Mortgage Loan and the Responsible Party and the Seller will have Trusts had no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement and, in the case of the Responsible Party, the Servicing Agreement;

Appears in 1 contract

Samples: Pooling and Servicing Agreement (GS Mortgage GSAMP Trust 2004-Opt)

Ownership. The Seller is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's ’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement and following the sale of each Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except as may be required of the Seller in its capacity as Interim Servicer of such Mortgage Loan prior to the Transfer Date. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan -27- and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;; (n) Doing Business. All parties which have had any interest in the Mortgage Loan, whether as mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were)

Appears in 1 contract

Samples: Mortgage Loan Purchase Agreement

Ownership. The Seller or the Participation Trust, as applicable, is the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each related Mortgage Note and upon the sale of the Mortgage Loans to Buyer, SellerSeller or the PurchaserParticipation Trust, the Seller as applicable, will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser Buyer or the Purchaser's Buyer’s designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The XxxXx Purchased Mortgage Loan is not assigned or pledged, and the Seller has good, indefeasible and marketable title thereto, and has full right to transfer and sell the Purchased Mortgage Loan to the Purchaser Buyer free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interestinterest (except with respect to HomeSafe Seconds, where such title is subject to a first-lien), and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Purchased Mortgage Loan pursuant to this Agreement and following the sale of each Purchased Mortgage Loan, the Purchaser Buyer will own such Purchased Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interestinterest (except with respect to HomeSafe Seconds, where such title would be subject to a first-lien). The Seller intends to relinquish all rights to possess, control and monitor the Purchased Mortgage Loan. After the related Closing Date, the Seller will have no right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will have no obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;.

Appears in 1 contract

Samples: Master Repurchase Agreement (Finance of America Companies Inc.)

Ownership. The Immediately prior to the payment of the Purchase Price, the applicable Seller is was the sole owner of record and holder of the Mortgage Loan Loans and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loans, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledged, pledged by the applicable Seller and the applicable Seller has good, indefeasible had good and marketable title thereto, and has the applicable Seller had full right to transfer and sell the Mortgage Loan Loans to the Purchaser free and clear of any encumbrance, equity, participation interest, lien, equity, pledge, charge, claim or security interest, interest and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, party to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loans. Following the sale of each the Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The applicable Seller intends to relinquish all rights to possessmonitor, possess and control and monitor the Mortgage LoanLoan except in connection with the servicing of the Mortgage Loan by the Company as set forth in this Agreement. After the related Closing Date, neither the Seller Trusts nor the Company will have no any right to modify or alter the terms of the sale of the Mortgage Loan and the Seller Company will not have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (J.P. Morgan Mortgage Acquisition Trust 2007-He1)

Ownership. The Immediately prior to Xxxxx’s payment of the Purchase Price, Seller is was the sole owner of record and holder of the Mortgage Loan and the indebtedness evidenced by each the Mortgage Note. The Mortgage Loan, including the Mortgage Note and upon the sale of the Mortgage Loans to the PurchaserMortgage, the Seller will retain the Mortgage Files or any part thereof with respect thereto not delivered to the Custodian, the Purchaser or the Purchaser's designee, in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan. The Mortgage Loan is were not assigned or pledged, pledged by Seller and the Seller has good, indefeasible had good and marketable title thereto, and has Seller had full right to transfer and sell the Mortgage Loan to the Purchaser Buyer free and clear of any encumbrance, equityLien, participation interest, lienequity, pledge, charge, pledge or claim or security interest, and has had full right and authority subject to no interest or participation ofin, or agreement with, with any other party, Person to sell and assign each or otherwise transfer the Mortgage Loan pursuant to this Agreement and following Loan. Following the sale of each the Mortgage Loan, the Purchaser Buyer will own such Mortgage Loan and the other Mortgage Assets free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or Lien and shall have a valid and perfected first priority security interest. The Seller intends to relinquish all rights to possess, control interest in such Mortgage Loan and monitor the other Mortgage LoanAssets then existing and thereafter arising in each case free and clear of any Lien. After the related Closing Purchase Date, the Seller will not have no any right to modify or alter the terms of the sale of the Mortgage Loan and the Seller will not have no any obligation or right to repurchase the Mortgage Loan or substitute another Mortgage Loan, except as provided in this Agreement;Agreement or as otherwise agreed to by Seller and Buyer. Seller has full right to sell, assign and transfer the Mortgage Loan without the consent of the related Mortgagor or any other Person.

Appears in 1 contract

Samples: Master Repurchase Agreement (Altisource Asset Management Corp)

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