Common use of PAYMENT, TRANSFER AND CUSTODY Clause in Contracts

PAYMENT, TRANSFER AND CUSTODY. (a) Unless otherwise mutually agreed in writing, all transfers of funds to be made by Seller hereunder will be made in Dollars, in immediately available funds, without deduction, set off, or counterclaim, to Buyer at the account detailed in Schedule 3 hereto no later than 3:00 p.m. (New York City time), on the date on which such payment is due (and each such payment made after such time will be deemed to have been made on the next succeeding Business Day). Seller acknowledges that it has no rights of withdrawal from the foregoing account. (b) On the Purchase Date for each Transaction, ownership of the Purchased Assets is transferred to Buyer against the simultaneous transfer of the Purchase Price to the account of Seller detailed in Schedule 3 hereto no later than 5:00 p.m. (New York City time), simultaneously with the delivery to Buyer of the Purchased Assets relating to each Transaction. (c) In connection with such sale, transfer, conveyance, and assignment, on or prior to each Purchase Date, Seller shall deliver or cause to be delivered and released to Buyer the Mortgage File for the related Purchased Assets. To the extent the aggregate Price Differential paid by Seller to Buyer over any Accrual Period (the “Actual Price Differential”) is less than the Minimum Price Differential for such Accrual Period, Seller shall pay to Buyer on a date to be agreed between the parties following such Accrual Period, in immediately available funds, the excess, if any, of the Minimum Price Differential over the Actual Price Differential, in each case, for such prior Accrual Period.

PAYMENT, TRANSFER AND CUSTODY. (a) Unless otherwise mutually agreed in writing, all transfers of funds to be made by Seller Sellers hereunder will be made in Dollars, in immediately available funds, without deduction, set off, off or counterclaim, to Buyer at the account detailed in Schedule 3 hereto 4 no later than 3:00 4:00 p.m. (New York City time), on the date on which such payment is due (and each such payment made after such time will be deemed to have been made on the next succeeding Business Day). Each Seller acknowledges that it has no rights of withdrawal from the foregoing account. (b) On the Purchase Date for each Transaction, ownership of the Purchased Assets is transferred to Buyer against the simultaneous transfer of the Purchase Price to the account of Seller Sellers detailed in Schedule 3 hereto 4 no later than 5:00 p.m. (New York City time), simultaneously with the delivery to Buyer of the Purchased Assets relating to each Transaction. (c) In connection with such sale, transfer, conveyance, conveyance and assignment, on or prior to each Purchase Date, the applicable Seller shall deliver or cause to be delivered and released to Buyer the Mortgage File for the related Purchased Assets. To the extent the aggregate Price Differential paid by Seller Sellers to Buyer over any Accrual Period (the “Actual Price Differential”) is less than the Minimum Price Differential for such Accrual PeriodDifferential, Seller Sellers shall pay to Buyer each calendar month on a date to be agreed between the parties following such Accrual Periodparties, in immediately available funds, the excess, if any, excess of the Minimum Actual Price Differential over the Actual Minimum Price Differential, in each case, for such prior Accrual Periodcalendar month.

PAYMENT, TRANSFER AND CUSTODY. (a) Unless otherwise mutually agreed in writing, all transfers of funds to be made by Seller hereunder will be made in Dollars, in immediately available funds, without deduction, set off, off or counterclaim, to Buyer at the account detailed in Schedule 3 hereto 4 no later than 3:00 4:00 p.m. (New York City time), on the date on which such payment is due (and each such payment made after such time will be deemed to have been made on the next succeeding Business Day). Seller acknowledges that it has no rights of withdrawal from the foregoing account. (b) On the Purchase Date for each Transaction, ownership of the Purchased Assets is transferred to Buyer against the simultaneous transfer of the Purchase Price to the account of Seller detailed in Schedule 3 hereto 4 no later than 5:00 p.m. (New York City time), simultaneously with the delivery to Buyer of the Purchased Assets relating to each Transaction. (c) In connection with such sale, transfer, conveyance, conveyance and assignment, on or prior to each Purchase Date, Seller shall deliver or cause to be delivered and released to Buyer the Mortgage File for the related Purchased Assets. To the extent the aggregate Price Differential paid by Seller to Buyer over any Accrual Period (the “Actual Price Differential”) is less than the Minimum Price Differential for such Accrual PeriodDifferential, Seller shall pay to Buyer each calendar month on a date to be agreed between the parties following such Accrual Periodparties, in immediately available funds, the excess, if any, excess of the Minimum Actual Price Differential over the Actual Minimum Price Differential, in each case, for such prior Accrual Periodcalendar month.