Common use of PROCEDURE UPON OPTIONAL OR OTHER FINAL TERMINATION Clause in Contracts

PROCEDURE UPON OPTIONAL OR OTHER FINAL TERMINATION. (a) In case of any Optional Termination pursuant to Section 10.01, the Seller or its designee shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders pursuant to Section 10.02(c), notify the Trustee of such Optional Termination Date and of the Mortgage Loan Repurchase Price. (b) Any repurchase of the Mortgage Loans by the Seller or its designee shall be made on an Optional Termination Date by deposit of the Mortgage Loan Repurchase Price into the Certificate Account before the Distribution Date on which such repurchase is effected. Upon receipt by the Trustee of an Officers' Certificate of the Seller or its designee certifying as to the deposit of such repurchase price into the Certificate Account, the Seller or its designee shall prepare and the Trustee and each co-trustee and separate trustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Seller or its designee execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be necessary, to vest title in the Seller or its designee in the Mortgage Loans so repurchased and shall transfer or deliver to the Seller or its designee the repurchased Mortgage Loans. Any distributions on the Mortgage Loans received by the Trustee subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Seller or its designee.

PROCEDURE UPON OPTIONAL OR OTHER FINAL TERMINATION. (a) In case of any Optional Termination pursuant to Section 10.01, the Seller or its designee Master Servicer shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders pursuant to Section 10.02(c), notify the Trustee of such Optional Termination Date and of the Mortgage Loan Repurchase Price. (b) Any repurchase of the Mortgage Loans by the Seller or its designee Master Servicer shall be made on an Optional Termination Date by deposit of the Mortgage Loan Repurchase Price into the Certificate Account before the Distribution Date on which such repurchase is effected. Upon receipt by the Trustee of an Officers' Certificate of the Seller or its designee Master Servicer certifying as to the deposit of such repurchase price into the Certificate Account, the Seller or its designee Master Servicer shall prepare and the Trustee and each co-trustee and separate trustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Seller or its designee Master Servicer execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be necessary, to vest title in the Seller or its designee Master Servicer in the Mortgage Loans so repurchased and shall transfer or deliver to the Seller or its designee Master Servicer the repurchased Mortgage Loans. Any distributions on the Mortgage Loans received by the Trustee subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Seller Master Servicer. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or its designeeotherwise), shall be given promptly by the Master Servicer to the Trustee and by the Trustee by first class mail to Holders of the affected Certificates. Such notice shall be mailed no earlier than the 15th day and not later than the 10th day preceding the Optional Termination Date or date of final distribution, as the case may be. Such notice shall specify (i) the Distribution Date upon which final distribution on the affected Certificates will be made upon presentation and surrender of such Certificates at the office or agency therein designated, (ii) the amount of such final distribution and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, such distribution being made only upon presentation and surrender of such Certificates at the office or agency maintained for such purposes (the address of which shall be set forth in such notice). (d) In the event that any Certificateholders shall not surrender Certificates for cancellation within six months after the date specified in the above mentioned written notice, the Trustee shall give a second written notice to the remaining such Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within six months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain subject to the Trust Fund. If, after such actions have been taken, such Certificates have not been surrendered for cancellation, the Trustee shall pay over all such remaining funds to the Seller.

PROCEDURE UPON OPTIONAL OR OTHER FINAL TERMINATION. (a) In case of any Optional Termination or Class AR5 Optional Termination, pursuant to Section 10.01, the Seller or its designee Servicer shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders pursuant to Section 10.02(c), notify the Trustee of such Optional Termination Date and of the Mortgage Loan Repurchase Priceor Class AR5 Optional Termination Date, as applicable. (b) Any repurchase of the Mortgage Loans or the REMIC I Regular Interests held as assets of REMIC II by the Seller or its designee Servicer shall be made on an Optional Termination Date or Class AR5 Optional Termination Date, as applicable, by deposit of the Mortgage Loan Repurchase Price applicable repurchase price into the Certificate Account Account, as applicable, before the Distribution Date on which such repurchase is effected. Upon receipt by the Trustee of an Officers' Certificate of the Seller or its designee Servicer certifying as to the deposit of such repurchase price into the Certificate Account, the Seller or its designee Servicer shall prepare and the Trustee and each co-trustee and separate trustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Seller or its designee Servicer execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be necessary, to vest title in the Seller or its designee Servicer in the Mortgage Loans or assets of REMIC I so repurchased and shall transfer or deliver to the Seller or its designee Servicer the repurchased Mortgage LoansLoans or assets. Any distributions on the Mortgage Loans or assets of REMIC I received by the Trustee subsequent to (or with respect to any period subsequent to) the Optional Termination Date or Class AR5 Optional Termination Date shall be promptly remitted by it to the Seller Servicer. (c) Notice of the Distribution Date on which the Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or its designeeotherwise) or notice of the Class AR5 Optional Termination Date, shall be given promptly by the Servicer to the Trustee and by the Trustee by first class mail to Holders of the affected Certificates. Such notice shall be mailed no earlier than the 15th day and not later than the 10th day preceding the Optional Termination Date, Class AR5 Optional Termination Date or date of final distribution, as the case may be. Such notice shall specify (i) the Distribution Date upon which final distribution on the affected Certificates will be made upon presentation and surrender of such Certificates at the office or agency therein designated, (ii) the amount of such final distribution and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, such distribution being made only upon presentation and surrender of such Certificates at the office or agency maintained for such purposes (the address of which shall be set forth in such notice). (d) In the event that any Certificateholders shall not surrender Certificates for cancellation within six months after the date specified in the above mentioned written notice, the Trustee shall give a second written notice to the remaining such Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within six months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain subject to the Trust Fund.

PROCEDURE UPON OPTIONAL OR OTHER FINAL TERMINATION. (a) In case of any Optional Termination, Class AR5 Optional Termination, Class AR17 Optional Termination Date or Class S4 Optional Termination Date, pursuant to Section 10.01, the Seller or its designee Servicer shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders pursuant to Section 10.02(c), notify the Trustee of such Optional Termination Date, Class AR5 Optional Termination Date and of the Mortgage Loan Repurchase PriceClass AR17 Optional Termination Date or Class S4 Optional Termination Date, as applicable. (b) Any repurchase of the Mortgage Loans Loans, the REMIC I Regular Interests held as assets of REMIC II, the REMIC A Regular Interests held as assets of REMIC A or the REMIC E Regular Interests held as assets of REMIC E by the Seller or its designee Servicer shall be made on an Optional Termination Date, Class AR5 Optional Termination Date, Class AR17 Optional Termination Date or Class S4 Optional Termination Date, as applicable, by deposit of the Mortgage Loan Repurchase Price applicable repurchase price into the Certificate Account Account, as applicable, before the Distribution Date on which such repurchase is effected. Upon receipt by the Trustee of an Officers' ’ Certificate of the Seller or its designee Servicer certifying as to the deposit of such repurchase price into the Certificate Account, the Seller or its designee Servicer shall prepare and the Trustee and each co-trustee and separate trustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Seller or its designee Servicer execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be necessary, to vest title in the Seller or its designee Servicer in the Mortgage Loans Loans, assets of REMIC I, assets of REMIC A or assets of REMIC E so repurchased and shall transfer or deliver to the Seller or its designee Servicer the repurchased Mortgage LoansLoans or assets. Any distributions on the Mortgage Loans Loans, assets of REMIC I, assets of REMIC A or assets of REMIC E received by the Trustee subsequent to (or with respect to any period subsequent to) the Optional Termination Date, Class AR5 Optional Termination Date, Class AR17 Optional Termination Date or Class S4 Optional Termination Date shall be promptly remitted by it to the Seller Servicer. (c) Notice of the Distribution Date on which the Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or its designeeotherwise), notice of the Class AR5 Optional Termination Date, notice of the Class AR17 Optional Termination Date or notice of the Class S4 Optional Termination Date, shall be given promptly by the Servicer to the Trustee and by the Trustee by first class mail to Holders of the affected Certificates. Such notice shall be mailed no earlier than the 15th day and not later than the 10th day preceding the Optional Termination Date, Class AR5 Optional Termination Date, Class AR17 Optional Termination Date, Class S4 Optional Termination Date or date of final distribution, as the case may be. Such notice shall specify (i) the Distribution Date upon which final distribution on the affected Certificates will be made upon presentation and surrender of such Certificates at the office or agency therein designated, (ii) the amount of such final distribution and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, such distribution being made only upon presentation and surrender of such Certificates at the office or agency maintained for such purposes (the address of which shall be set forth in such notice). (d) In the event that any Certificateholders shall not surrender Certificates for cancellation within six months after the date specified in the above mentioned written notice, the Trustee shall give a second written notice to the remaining such Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within six months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain subject to the Trust Fund.

PROCEDURE UPON OPTIONAL OR OTHER FINAL TERMINATION. (a) In case of any Optional Termination pursuant to Section 10.01, the Seller or its designee shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders pursuant to Section 10.02(c), notify the Trustee of such Optional Termination Date and of the Mortgage Loan Repurchase Price. (b) Any repurchase of the Mortgage Loans by the Seller or its designee shall be made on an Optional Termination Date by deposit of the Mortgage Loan Repurchase Price into the Certificate Account before the Distribution Date on which such repurchase is effected. Upon receipt by the Trustee of an Officers' Certificate of the Seller or its designee certifying as to the deposit of such repurchase price into the Certificate Account, the Seller or its designee shall prepare and the Trustee and each co-trustee and separate trustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Seller or its designee execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be necessary, to vest title in the Seller or its designee in the Mortgage Loans so repurchased and shall transfer or deliver to the Seller or its designee the repurchased Mortgage Loans. Any distributions on the Mortgage Loans received by the Trustee subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Seller or its designee. (c) Notice of the Distribution Date on which the Seller or its designee anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Seller or its designee to the Trustee and by the Trustee by first class mail to Holders of the affected Certificates. Such notice shall be mailed no earlier than the 15th day and not later than the 10th day preceding the Optional Termination Date or date of final distribution, as the case may be. Such notice shall specify (i) the Distribution Date upon which final distribution on the affected Certificates will be made upon presentation and surrender of such Certificates at the office or agency therein designated, (ii) the amount of such final distribution and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, such distribution being made only upon presentation and surrender of such Certificates at the office or agency maintained for such purposes (the address of which shall be set forth in such notice). (d) In the event that any Certificateholders shall not surrender Certificates for cancellation within six months after the date specified in the above mentioned written notice, the Trustee shall give a second written notice to the remaining such Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within six months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain subject to the Trust Fund. If, after such actions have been taken, such Certificates have not been surrendered for cancellation, the Trustee shall pay over all such remaining funds to the Seller.

PROCEDURE UPON OPTIONAL OR OTHER FINAL TERMINATION. (a) In case of any Optional Termination, Class AR5 Optional Termination or Class AR17 Optional Termination Date, pursuant to Section 10.01, the Seller or its designee Servicer shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders pursuant to Section 10.02(c), notify the Trustee of such Optional Termination Date, Class AR5 Optional Termination Date and of the Mortgage Loan Repurchase Priceor Class AR17 Optional Termination Date, as applicable. (b) Any repurchase of the Mortgage Loans Loans, the REMIC I Regular Interests held as assets of REMIC II or the REMIC A Regular Interests held as assets of REMIC A by the Seller or its designee Servicer shall be made on an Optional Termination Date, Class AR5 Optional Termination Date or Class AR17 Optional Termination Date, as applicable, by deposit of the Mortgage Loan Repurchase Price applicable repurchase price into the Certificate Account Account, as applicable, before the Distribution Date on which such repurchase is effected. Upon receipt by the Trustee of an Officers' ’ Certificate of the Seller or its designee Servicer certifying as to the deposit of such repurchase price into the Certificate Account, the Seller or its designee Servicer shall prepare and the Trustee and each co-trustee and separate trustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Seller or its designee Servicer execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be necessary, to vest title in the Seller or its designee Servicer in the Mortgage Loans Loans, assets of REMIC I or assets of REMIC A so repurchased and shall transfer or deliver to the Seller or its designee Servicer the repurchased Mortgage LoansLoans or assets. Any distributions on the Mortgage Loans Loans, assets of REMIC I or assets of REMIC A received by the Trustee subsequent to (or with respect to any period subsequent to) the Optional Termination Date, Class AR5 Optional Termination Date or Class AR17 Optional termination Date shall be promptly remitted by it to the Seller or its designeeServicer.