Common use of PFI and Servicer Representations and Warranties Clause in Contracts

PFI and Servicer Representations and Warranties. ‌ This section includes information on the contractual and selling representations and warranties that PFIs and Servicers make by selling or Servicing Mortgage Loans under the MPF Program. Representations and Warranties (3/28/17)26‌ In order to sell or service Mortgage Loans under the MPF Program, the PFI or Servicer makes representations and warranties concerning the origination or the Servicing of those Mortgage Loans, which are incorporated into the Applicable Agreements as well as these Guides. Violation of any representation or warranty is a breach of the Applicable Agreements, which provides the MPF Bank or MPF Provider, as applicable, with certain rights and remedies. Prior to any mortgage loan being acquired by an MPF Bank, the MPF Bank has the right, at its discretion, to refuse to accept such mortgage loan if: • The mortgage loan is not of investment quality; • The PFI has not satisfied or has breached a provision of the Applicable Agreements; • Any of the warranties or representations of the PFI or Servicer to the MPF Bank or MPF Provider are untrue; or • The PFI has provided the MPF Bank or MPF Provider with information that is untrue, incomplete, or inaccurate. Accurate Data Submission (3/28/17)27‌‌ By submitting information to the MPF Bank, the MPF Provider, the Master Servicer, Custodian, or investor regarding any Mortgage Loan, each PFI or Servicer warrants that all information submitted to the MPF Bank and MPF Provider is true, complete and accurate, including without limitation, information submitted with respect to each Mortgage Loan, whether sent electronically, telephonically, on a Loan Presentment Request (Form OG3), or in any other manner. The PFI or Servicer must complete all MPF Program forms according to the instructions or guidance provided in the Guides, by the MPF Bank or by the MPF Provider. By transmitting data to the MPF Bank or MPF Provider, either by written form or electronically, the PFI or Servicer warrants the following: • The transmission contains all the required information; and • The terms, conditions, and requirements stated in the Guides are adhered to and fully satisfied. The PFI or Servicer acknowledges that the MPF Bank or MPF Provider, as applicable, purchases and retains Mortgage Loans in reliance on the accuracy and truth of the PFI’s and Servicer’s representations and warranties and on its compliance with the Applicable Agreements. Therefore, the PFI or Servicer must ensure that its staff is conversant with the terms, conditions, and requirements of the Applicable Agreements. Upon the MPF Bank or MPF Provider’s request, the PFI or the Servicer will supply evidence to the MPF Bank’s satisfaction that there was compliance with all provisions of the Applicable Agreements. Prior to the MPF Bank acquiring a mortgage, the PFI must obtain the MPF Bank’s and MPF Provider’s written approval of any waivers or modifications to the provisions of the Applicable Agreements or Guides. PFI’s and Servicers must obtain the MPF Provider’s and, if applicable, the MPF Bank’s prior written approval for waivers or modifications to any servicing related provisions of the Applicable Agreements, and, unless Guides require Master Servicer approval for a waiver, approvals for waivers or modifications of the Guides. Other Participating Interest‌ The PFI warrants to the MPF Bank that as of the MPF Bank’s Funding Date, the Mortgage Loan is not subject to any participation interest. Each PFI and/or Servicer warrants and agrees not to alter, assign, convey, hypothecate, pledge, or in any other way transfer, conditionally or otherwise, it’s interest in a Mortgage Loan delivered under the MPF Program, except as expressly permitted in the Applicable Agreements. Business Continuity / Disaster Recovery Program (4/9/18) 28‌ Each PFI and/or Servicer warrants that it has an effective business continuity and disaster recovery program that will assure continued normal business processing of MPF-related transactions in the event of a disaster or disruption, and that its program includes monitoring and ensuring third-party vendors have adequate business continuity and disaster recovery procedures in place.

PFI and Servicer Representations and Warranties. ‌ This section includes information on the contractual and selling representations and warranties that PFIs and Servicers make by selling or Servicing Mortgage Loans under the MPF Program. Representations and Warranties (3/28/17)26‌ In order to sell or service Mortgage Loans under the MPF Program, the PFI or Servicer makes representations and warranties concerning the origination or the Servicing of those Mortgage Loans, which are incorporated into the Applicable Agreements as well as these Guides. Violation of any representation or warranty is a breach of the Applicable Agreements, which provides the MPF Bank or MPF Provider, as applicable, with certain rights and remedies. Prior to any mortgage loan being acquired by an MPF Bank, the MPF Bank has the right, at its discretion, to refuse to accept such mortgage loan if: • The mortgage loan is not of investment quality; • The PFI has not satisfied or has breached a provision of the Applicable Agreements; • Any of the warranties or representations of the PFI or Servicer to the MPF Bank or MPF Provider are untrue; or • The PFI has provided the MPF Bank or MPF Provider with information that is untrue, incomplete, or inaccurate. Accurate Data Submission (3/28/17)27‌‌ By submitting information to the MPF Bank, the MPF Provider, the Master Servicer, Custodian, or investor regarding any Mortgage Loan, each PFI or Servicer warrants that all information submitted to the MPF Bank and MPF Provider is true, complete and accurate, including without limitation, information submitted with respect to each Mortgage Loan, whether sent electronically, telephonically, on a Loan Presentment Request (Form OG3), or in any other manner. The PFI or Servicer must complete all MPF Program forms according to the instructions or guidance provided in the Guides, by the MPF Bank or by the MPF Provider. By transmitting data to the MPF Bank or MPF Provider, either by written form or electronically, the PFI or Servicer warrants the following: • The transmission contains all the required information; and • The terms, conditions, and requirements stated in the Guides are adhered to and fully satisfied. The PFI or Servicer acknowledges that the MPF Bank or MPF Provider, as applicable, purchases and retains Mortgage Loans in reliance on the accuracy and truth of the PFI’s and Servicer’s representations and warranties and on its compliance with the Applicable Agreements. Therefore, the PFI or Servicer must ensure that its staff is conversant with the terms, conditions, and requirements of the Applicable Agreements. Upon the MPF Bank or MPF Provider’s request, the PFI or the Servicer will supply evidence to the MPF Bank’s satisfaction that there was compliance with all provisions of the Applicable Agreements. Prior to the MPF Bank acquiring a mortgage, the PFI must obtain the MPF Bank’s and MPF Provider’s written approval of any waivers or modifications to the provisions of the Applicable Agreements or Guides. PFI’s and Servicers must obtain the MPF Provider’s and, if applicable, the MPF Bank’s prior written approval for waivers or modifications to any servicing related provisions of the Applicable Agreements, and, unless Guides require Master Servicer approval for a waiver, approvals for waivers or modifications of the Guides. Other Participating Interest‌ The PFI warrants to the MPF Bank that as of the MPF Bank’s Funding Date, the Mortgage Loan is not subject to any participation interest. Each PFI and/or Servicer warrants and agrees not to alter, assign, convey, hypothecate, pledge, or in any other way transfer, conditionally or otherwise, it’s interest in a Mortgage Loan delivered under the MPF Program, except as expressly permitted in the Applicable Agreements. Business Continuity / Disaster Recovery Program (4/9/18) 28‌ 28‌‌ Each PFI and/or Servicer warrants that it has an effective business continuity and disaster recovery program that will assure continued normal business processing of MPF-related transactions in the event of a disaster or disruption, and that its program includes monitoring and ensuring third-party vendors have adequate business continuity and disaster recovery procedures in place.