Common use of Procedure Upon Optional Termination Clause in Contracts

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 8 contracts

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Through Certs Ser 2003-Ar12), Pooling and Servicing Agreement (CSFB Mort Sec Corp Mort Backed Pass THR Certs Ser 2003 Ar5), Pooling and Servicing Agreement (CSFB Mortgage Back Pass THR Cer Ser 2003-Ar2)

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Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certificates, Series 2004-3), Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Thru Cert Series 2004-1), Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Thru Cert Series 2004-1)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certificates, Series 2004-Ar6), Pooling and Servicing Agreement (CSFB Mortgage Backed Pass THR Certs Ser 2003-Ar30), Pooling and Servicing Agreement (CSFB Mortgage Backed Pass THR Certs Ser 2004-Ar3)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass THR Cert Ser 2002-30), Pooling and Servicing Agreement (Credit Suisse First Boston Mort Back Ps THR Cert Ser 2002-34), Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Through Certs Series 2002-29)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (ii) the right of Bank of America to continue servicing and collecting its Servicing Fee for any Bank of America Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (CSFB Mortgage Acceptance Corp Mort Back Cert Ser 2003-1), Pooling and Servicing Agreement (Credit Suisse First Boston Mortgage Securities Corp), Pooling and Servicing Agreement (CSFB Mortgage Acceptance Corp Mort Back Cert Ser 2003-1)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to Upon the Rating Agencies purchase by the Terminating Entity of election to purchase the any Mortgage Loans pursuant to Section 11.01 hereof and 11.01, the Trust Administrator shall notify each Servicer that is servicing any of the Optional Termination Datesuch Mortgage Loans of such purchase. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (ii) the right of Bank of America to continue servicing and collecting its Servicing Fee for any Bank of America Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-2), Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-3), Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-1)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies and the Servicers of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2005-5), Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2005-4), Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2005-2)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 3 contracts

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Through Certificates Ser 2003 23), Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Through Certs Series 2003 19), Pooling and Servicing Agreement (CSFB Mortgage Backed Pass THR Certs Series 2003-25)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.0114.01, the Terminating Entity [Depositor] shall, at least twenty 20 days prior to the date notice is to Optional Termination Date (unless a shorter period shall be mailed satisfactory to the affected Certificateholders Trustee and the Master Servicer), notify the Trustee and Trust Administrator the Master Servicer of such Optional Termination Date and of the applicable purchase price Repurchase Price of the Mortgage Loans Contracts to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase repurchase by the [Depositor] of the Mortgage Loans by the Terminating Entity Contracts shall be made on an the Optional Termination Date by deposit of the applicable purchase price Repurchase Price into the Certificate Account, as applicable, Account on or before the Distribution Date on which such purchase repurchase is effected. Upon receipt by the Trust Administrator Trustee of an Officer’s 's Certificate of the Terminating Entity Master Servicer certifying as to the deposit of such purchase price the Repurchase Price into the Certificate Account, the Trust Administrator Trustee and each co-trust administrator trustee and separate trust administratortrustee, if any, then acting as such under this Agreement, shall, upon the request of the [Depositor] and at the expense of the Terminating Entity [Depositor], execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity [Depositor] to vest title in the Terminating Entity in Contracts so repurchased to the Mortgage Loans so purchased [Depositor] and shall transfer or deliver or shall cause the applicable Custodian to transfer or deliver to the Terminating Entity [Depositor] or its designee the purchased Mortgage Loansrepurchased Contracts. Any distributions on the Mortgage Loans which have been subject to an Optional Termination Contracts received by the Trustee or the Master Servicer subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity[Depositor]. (c) Notice of any Optional Termination pursuant to the provisions of this Article XIV, specifying the Distribution Date on upon which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise)made, shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator by first class mail to Holders of the affected Certificates. Such notice shall be Certificates mailed no earlier than the 15th day and not later than the 10th tenth day preceding the applicable Optional Termination Date or date of final distribution, as the case may beDate. Such notice shall specify (iA) the Distribution Date upon which final distribution on the affected Certificates will be made upon presentation and surrender of such the Certificates at the office or agency of the Master Servicer therein designated, (iiB) the amount of such final distribution and (iiiC) that the Record Date otherwise applicable to such Distribution Date is not applicable, such distribution being made only upon presentation and surrender of such the Certificates at the office or agency of the Master Servicer 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 Trust Administrator . The Master Servicer shall give a second written such 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding Certificate Registrar at the time such notice is given to Holders of such Optional Terminationthe Certificates. Upon deposit in the Certificate Account on the applicable Distribution Date of an amount equal to the Repurchase Price pursuant to Section 14.01 and presentation and surrender of the Certificates, the Master Servicer shall cause to be distributed to the Holders of Certificates an amount equal to the Repurchase Price. Payments received by the Master Servicer with respect to the Contracts in excess of the Repurchase Price, after giving effect to any amounts to be retained or distributed by it pursuant to Section 3.12, and all funds, if any, remaining in the Reserve Fund after allocation of funds to Holders of Certificates, shall be promptly remitted by the Master Servicer to the [Depositor].

Appears in 3 contracts

Samples: Reference Agreement (Gs Mortgage Securities Corp), Reference Agreement (Goldman Sachs Asset Backed Securities Corp), Reference Agreement (Asset Backed Securities Corp)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (ii) the right of Bank of America to continue servicing and collecting its Servicing Fee for any Bank of America Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certificates Ser 2002-Ar31), Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Through Certs Series 2002 Ar27)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies and the Servicers of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect the right of WMMSC Xxxxx Fargo to continue servicing and collecting its Servicing Fee for any WMMSC Xxxxx Fargo Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2005-3), Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2005-8)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.0114.01, the Terminating Entity Depositor shall, at least twenty 20 days prior to the date notice is to be mailed to the affected Certificateholders (unless a shorter period shall be satisfactory to the Master Servicer and the Trustee), notify the Master Servicer and the Trustee and Trust Administrator of such Optional Termination Date Date, and of the applicable purchase price Repurchase Price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Daterepurchased. (b) Any purchase repurchase by the Depositor of the Mortgage Loans by the Terminating Entity shall be made on an the Optional Termination Date by deposit of the applicable purchase price Repurchase Price into the Certificate Account, as applicable, Account on or before the Distribution Date on which such purchase repurchase is effected. Upon receipt by the Trust Administrator Trustee of an Officer’s Officers' Certificate of the Terminating Entity Master Servicer certifying as to the deposit of such purchase price the Repurchase Price into the Certificate Account, the Trust Administrator Trustee and each co-trust administrator trustee and separate trust administratortrustee, if any, then acting as such under this Agreement, shall, upon request of the Depositor and at the expense of the Terminating Entity Depositor, execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity Depositor to vest title in the Terminating Entity in the Mortgage Loans so purchased repurchased to the Depositor and shall transfer or deliver or shall cause the applicable Custodian to transfer or deliver to the Terminating Entity Depositor or its designee the purchased repurchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee or the Master Servicer subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating EntityDepositor. (c) Notice of any Optional Termination pursuant to the provisions of this Article XIV, specifying the Distribution Date on upon which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise)made, shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator by first class mail to Holders of the affected Certificates. Such notice shall be Certificates mailed no earlier than the 15th day and not later than the 10th day preceding the applicable Optional Termination Date or date of final distribution, as the case may beDate. Such notice shall specify (iA) the Distribution Date upon which final distribution on the affected Certificates will be made upon presentation and surrender of such the Certificates at the office or agency of the Master Servicer therein designated, (iiB) the amount of such final distribution and (iiiC) that the Record Date otherwise applicable to such Distribution Date is not applicable, such distribution being made only upon presentation and surrender of such the Certificates at the office or agency of the Master Servicer 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 Trust Administrator . The Master Servicer shall give a second written such 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding Certificate Registrar at the time such notice is given to Holders of such Optional Terminationthe Certificates. Upon deposit in the Certificate Account on the applicable Distribution Date of an amount equal to the Repurchase Price pursuant to Section 14.01 and presentation and surrender of the Certificates, the Master Servicer shall cause to be distributed to Holders of Certificates an amount equal to the Repurchase Price. Payments received by the Master Servicer with respect to the Mortgage Loans in excess of the Repurchase Price, after giving effect to any amounts to be retained or distributed by it pursuant to Section 3.12, shall be promptly remitted by the Master Servicer to the Depositor.

Appears in 2 contracts

Samples: Reference Agreement (Goldman Sachs Asset Backed Securities Corp), Reference Agreement (Gs Mortgage Securities Corp)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.014.01, the Terminating Entity Depositor shall, at least twenty ten days prior to the date notice is to be mailed to the affected Certificateholders (unless a shorter period shall be satisfactory to the Trustee), notify the Trustee and Trust Administrator of such Optional Termination Date Date, and of the applicable purchase price Repurchase Price of the Mortgage Loans Assets to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase repurchase by the Depositor of the Mortgage Loans by the Terminating Entity Assets shall be made on an the Optional Termination Date by deposit of the applicable purchase price Repurchase Price into the Certificate Account, as applicable, Account on or before the Distribution Date on which such purchase repurchase is effected. Upon receipt by from the Trust Administrator of an Officer’s Certificate Depositor of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate AccountRepurchase Price, the Trust Administrator Trustee and each co-trust administrator trustee and separate trust administratortrustee, if any, then acting as such under this Agreement, shall, upon request Depositor Request and at the expense of the Terminating Entity Depositor, execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity Depositor to vest title in the Terminating Entity in Mortgage Assets so repurchased to the Mortgage Loans so purchased Depositor and shall transfer or deliver to the Terminating Entity Depositor or its designee the purchased repurchased Mortgage LoansAssets. Any distributions on the Mortgage Loans which have been subject to an Optional Termination Assets received by the Trustee subsequent to (or with respect to any period subsequent to) the Optional Termination Date such repurchased Mortgage Assets shall be promptly remitted by it to the Terminating EntityDepositor. (c) Notice of any optional termination pursuant to the provisions of this Article IV, specifying the Distribution Date on upon which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise)made, shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator Trustee by first class mail to Holders of the affected CertificatesCertificates mailed no later than ______ days preceding the Optional Termination Date. Such notice shall be mailed no earlier than constitute the 15th day and not later than adoption by the 10th day preceding Trustee of a complete liquidation within the applicable Optional Termination Date or meaning of Section 860(F)(a)(4)(A)(i) of the Code on the date of final distribution, as the case may besuch notice is given. Such notice shall specify specify: (iA) the Distribution Date (which, in any event, shall be no later than 90 days from the date the Trustee sent such notice to the Certificateholders) upon which final distribution on the affected Certificates will be made upon presentation and surrender of such the Certificates at the office or agency of the Trustee therein designated, (iiB) the amount Termination Price or, in the case of the Residual Certificates, the Residual Distribution, (C) in the case of a Multi-Class Certificate, that interest shall cease to accrue after the end of the Interest Accrual Period with respect to such final distribution Optional Termination Date and (iiiD) that the Record Date otherwise applicable to such Distribution Optional Termination Date is not applicable, such distribution being made only upon presentation and surrender of such the Certificates at the office or agency of the Trustee maintained for such purposes (the address of which shall be set forth in such notice). The Trustee shall give such notice to the Certificate Registrar at the time such notice is given to Holders of the Certificates. Upon deposit in the Certificate Account on the Optional Termination Date of an amount equal to the Repurchase Price pursuant to Section 4.03 and presentation and surrender of the Certificates, the Trustee shall cause to be distributed to each Holder of a Multi-Class Certificate an amount equal to the Termination Price for such Certificate. Funds remaining in the Certificate Account after allocation of funds to Holders of Multi-Class Certificates shall be distributed to the holders of the Residual Certificates. (d) In Following receipt of notice of termination from the event that Depositor pursuant to Section 4.02(a), the Trustee shall, prior to the Optional Termination Date, sell any Certificateholders shall not surrender Certificates for cancellation within six months after the date specified Eligible Investments then held in the above mentioned written noticeAccounts that mature subsequent to such Distribution Date, deposit the Trust Administrator shall give a second written notice proceeds of such sale into the related Account and reinvest such proceeds in accordance with the applicable provisions of Article VII. Any amounts remaining in the Accounts after making, or providing for, final distributions to the remaining such Certificateholders to surrender their Certificates for cancellation and receive Holders of the final distribution with respect thereto. If within six months after the second notice all the Multi-Class Certificates shall not have been surrendered for cancellation, be distributed to the Trust Administrator 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 Holders of the funds and other assets which remain subject to Residual Certificates on the Trust Fund. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional TerminationDate.

Appears in 2 contracts

Samples: Reference Agreement (Gs Mortgage Securities Corp), Reference Agreement (Goldman Sachs Asset Backed Securities Corp)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.014.01, the Terminating Entity [Depositor] shall, at least twenty 20 days prior to the date notice is to Optional Termination Date (unless a shorter period shall be mailed satisfactory to the affected Certificateholders Trustee and the Master Servicer), notify the Trustee and Trust Administrator the Master Servicer of such Optional Termination Date and of the applicable purchase price Repurchase Price of the Mortgage Loans Contracts to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase repurchase by the [Depositor] of the Mortgage Loans by the Terminating Entity Contracts shall be made on an the Optional Termination Date by deposit of the applicable purchase price Repurchase Price into the Certificate Account, as applicable, Account on or before the Distribution Date on which such purchase repurchase is effected. Upon receipt by the Trust Administrator Trustee of an Officer’s 's Certificate of the Terminating Entity Master Servicer certifying as to the deposit of such purchase price the Repurchase Price into the Certificate Account, the Trust Administrator Trustee and each co-trust administrator trustee and separate trust administratortrustee, if any, then acting as such under this Agreement, shall, upon the request of the [Depositor] and at the expense of the Terminating Entity [Depositor], execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity [Depositor] to vest title in the Terminating Entity in Contracts so repurchased to the Mortgage Loans so purchased [Depositor] and shall transfer or deliver or shall cause the applicable Custodian to transfer or deliver to the Terminating Entity [Depositor] or its designee the purchased Mortgage Loansrepurchased Contracts. Any distributions on the Mortgage Loans which have been subject to an Optional Termination Contracts received by the Trustee or the Master Servicer subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity[Depositor]. (c) Notice of any Optional Termination pursuant to the provisions of this Article IV, specifying the Distribution Date on upon which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise)made, shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator by first class mail to Holders of the affected Certificates. Such notice shall be Certificates mailed no earlier than the 15th day and not later than the 10th tenth day preceding the applicable Optional Termination Date or date of final distribution, as the case may beDate. Such notice shall specify (iA) the Distribution Date upon which final distribution on the affected Certificates will be made upon presentation and surrender of such the Certificates at the office or agency of the Master Servicer therein designated, (iiB) the amount of such final distribution and (iiiC) that the Record Date otherwise applicable to such Distribution Date is not applicable, such distribution being made only upon presentation and surrender of such the Certificates at the office or agency of the Master Servicer 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 Trust Administrator . The Master Servicer shall give a second written such 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding Certificate Registrar at the time such notice is given to Holders of such Optional Terminationthe Certificates. Upon deposit in the Certificate Account on the applicable Distribution Date of an amount equal to the Repurchase Price pursuant to Section 4.01 and presentation and surrender of the Certificates, the Master Servicer shall cause to be distributed to the Holders of Certificates an amount equal to the Repurchase Price. Payments received by the Master Servicer with respect to the Contracts in excess of the Repurchase Price, after giving effect to any amounts to be retained or distributed by it pursuant to Section 3.12, and all funds, if any, remaining in the Reserve Fund after allocation of funds to Holders of Certificates, shall be promptly remitted by the Master Servicer to the [Depositor].

Appears in 2 contracts

Samples: Reference Agreement (Goldman Sachs Asset Backed Securities Corp), Reference Agreement (Gs Mortgage Securities Corp)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.0110.01, the Terminating Entity Servicer shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator the Insurer of such Optional Termination Date and of the applicable purchase repurchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Daterepurchased. (b) Any purchase repurchase of the Mortgage Loans by the Terminating Entity Servicer shall be made on an Optional Termination Date by deposit of the applicable purchase repurchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase repurchase is effected. Upon receipt by the Trust Administrator Trustee of an Officer’s Officers' Certificate of the Terminating Entity Servicer certifying as to the deposit of such purchase repurchase price into the Certificate Account, the Trust Administrator Trustee and each co-trust administrator trustee and separate trust administratortrustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity Servicer execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity Seller or the Servicer, to vest title in the Terminating Entity Servicer in the Mortgage Loans so purchased repurchased and shall transfer or deliver to the Terminating Entity Servicer the purchased repurchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating EntityServicer. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator Trustee and the Insurer and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Credit Suisse First Boston Mortgage Securities Corp), Pooling and Servicing Agreement (Asset Backed Securities Corp)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of GreenPoint to continue servicing and collecting its Servicing Fee for any GreenPoint Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (iii) the right of Xxxxx Fargo, as Servicer, to continue servicing and collecting its Servicing Fee for any Xxxxx Fargo Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (iv) the right of National City to continue servicing and collecting its Servicing Fee for any National City Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (v) the right of ABN AMRO to continue servicing and collecting its Servicing Fee for any ABN AMRO Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (vi) the right of Countrywide to continue servicing and collecting its Servicing Fee for any Countrywide Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (vii) the right of IndyMac to continue servicing and collecting its Servicing Fee for any IndyMac Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (viii) the right of Nexstar to continue servicing and collecting its Servicing Fee for any Nexstar Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mort Sec Corp Mort Backed Pass THR Certs Ser 2003 Ar5)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer or a Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer or such Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Credit Suisse First Boston Mortgage Securities Corp)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of Washington Mutual to continue servicing and collecting its Servicing Fee for any Washington Mutual Subserviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (iii) the right of Xxxxx Fargo to continue servicing and collecting its Servicing Fee for any Xxxxx Fargo Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mort Backed Pass Through Certs Series 2003 Ar22)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies and the Servicers of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s 's Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect the right of WMMSC Wells Fargo to continue servicing and collecting its Servicing Servicxxx Fee for any WMMSC Wells Fargo Serviced Mortgage Loan that remains outstanding at the xx xhe time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2004-3)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.019.01, the Terminating Entity Depositor shall, at least twenty 20 days prior to the date notice is to be mailed to the affected Certificateholders (unless a shorter period shall be satisfactory to the Trustee) notify the Trustee and Trust Administrator of such Optional Termination Date Date, and of the applicable purchase repurchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Daterepurchased. (ba) Any purchase repurchase of the Mortgage Loans by the Terminating Entity Depositor shall be made on an Optional Termination Date by deposit of the applicable purchase repurchase price into the Certificate Account, as applicable, on or before the Distribution Date on which such purchase repurchase is effected. Upon receipt by the Trust Administrator Trustee of an Officer’s Officers' Certificate of the Terminating Entity Depositor certifying as to the deposit of such purchase repurchase price into the Certificate Account, the Trust Administrator Trustee and each co-trust administrator trustee and separate trust administratortrustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity Depositor, execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity Depositor, to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity Depositor the purchased repurchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating EntityDepositor. (cb) Notice of the Distribution Date on which the Master Servicer Depositor anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer Depositor to the Trust Administrator Trustee and by the Trust Administrator Trustee by first class mail to Holders of the affected Certificates. Such notice shall be Certificates mailed no earlier than the 15th [15th] day and not later than the 10th [10th] day preceding the applicable Optional Termination Date or date of final distribution, as the case may beDate. Such notice shall specify 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). The Trustee shall give such notice to the Certificate Registrar at the time such notice is given to Holders of the affected Certificates. (dc) 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything . If the remaining Certificateholders do not surrender their Certificates for cancellation and receipt of the final distribution with respect thereto within two years, the Trustee shall pay the amount of such unclaimed final distribution to the contrary herein, the occurrence of an Optional Termination Class 1-R Certificateholders and no other Certificateholders shall be subject to, and shall in no way adversely affect, the right of WMMSC have any further claim to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Terminationamounts.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Goldman Sachs Asset Backed Securities Corp)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (ii) the right of WMBFA to continue servicing and collecting its Servicing Fee for any WMBFA Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certificates Ser Ar15)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.0110.01, the Terminating Entity Majority Class R Holder shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase repurchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Daterepurchased. (b) Any purchase repurchase of the Mortgage Loans by the Terminating Entity Majority Class R Holder shall be made on an Optional Termination Date by deposit of the applicable purchase repurchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase repurchase is effected. Upon receipt by the Trust Administrator Trustee of an Officer’s Officers' Certificate of the Terminating Entity Majority Class R Holder certifying as to the deposit of such purchase repurchase price into the Certificate Account, the Trust Administrator Trustee and each co-trust administrator trustee and separate trust administratortrustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity Majority Class R Holder, execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity Majority Class R Holder, to vest title in the Terminating Entity Majority Class R Holder in the Mortgage Loans so purchased repurchased and shall transfer or deliver to the Terminating Entity Majority Class R Holder the purchased repurchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating EntityMajority Class R Holder. (c) Notice of the Distribution Date on which the Master Servicer Majority Class R Holder anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer Majority Class R Holder to the Trust Administrator Trustee and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Credit Suisse First Boston Mort Sec Corp M B P T C Se 00 Wm2)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of Washington Mutual to continue servicing and collecting its Servicing Fee for any Washington Mutual Subserviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (iii) the right of Xxxxxx to continue servicing and collecting its Servicing Fee for any Xxxxxx Subserviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass THR Certs Series 2003 Ar20)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of GreenPoint to continue servicing and collecting its Servicing Fee for any GreenPoint Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (iii) the right of WFHM to continue servicing and collecting its Servicing Fee for any WFHM Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (iv) the right of National City to continue servicing and collecting its Servicing Fee for any National City Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Back Pass THR Cer Ser 2003-Ar2)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies and the Servicers of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s 's Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of GreenPoint to continue servicing and collecting its Servicing Fee for any GreenPoint Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (iii) the right of Wells Fargo to continue servicing and collecting its Servicing Fee for any Xxxxx Fargo Serviced Mortgage Loan that remains outstanding at the time of xxxx Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2004-2)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of GreenPoint to continue servicing and collecting its Servicing Fee for any GreenPoint Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (iii) the right of Xxxxx Fargo to continue servicing and collecting its Servicing Fee for any Xxxxx Fargo Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certificates, Series 2004-Ar7)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.0114.01, the Terminating Entity [Depositor] shall, at least twenty 20 days prior to the date notice is to be mailed to the affected Certificateholders (unless a shorter period shall be satisfactory to the Master Servicer and the Trustee), notify the Master Servicer and the Trustee and Trust Administrator of such Optional Termination Date Date, and of the applicable purchase price Repurchase Price of the Mortgage Loans Contracts to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Daterepurchased. (b) Any purchase repurchase by the [Depositor] of the Mortgage Loans by the Terminating Entity Contracts shall be made on an the Optional Termination Date by deposit of the applicable purchase price Repurchase Price into the Certificate Account, as applicable, Account on or before the Distribution Date on which such purchase repurchase is effected. Upon receipt by the Trust Administrator Trustee of an Officer’s Officers' Certificate of the Terminating Entity Master Servicer certifying as to the deposit of such purchase price the Repurchase Price into the Certificate Account, the Trust Administrator Trustee and each co-trust administrator trustee and separate trust administratortrustee, if any, then acting as such under this Agreement, shall, upon request of the [Depositor] and at the expense of the Terminating Entity [Depositor], execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity [Depositor] to vest title in the Terminating Entity in Contracts so repurchased to the Mortgage Loans so purchased [Depositor] and shall transfer or deliver or shall cause the applicable Custodian to transfer or deliver to the Terminating Entity [Depositor] or its designee the purchased Mortgage Loansrepurchased Contracts. Any distributions on the Mortgage Loans which have been subject to an Optional Termination Contracts received by the Trustee or the Master Servicer subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity[Depositor]. (c) Notice of any Optional Termination pursuant to the provisions of this Article XIV, specifying the Distribution Date on upon which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise)made, shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator by first class mail to Holders of the affected Certificates. Such notice shall be Certificates mailed no earlier than the 15th day and not later than the 10th day preceding the applicable Optional Termination Date or date of final distribution, as the case may beDate. Such notice shall specify (iA) the Distribution Date upon which final distribution on the affected Certificates will be the made upon presentation and surrender of such the Certificates at the office or agency of the Master Servicer therein designated, (iiB) the amount of such final distribution and (iiiC) that the Record Date otherwise applicable to such Distribution Date is not applicable, such distribution being made only upon presentation and surrender of such the Certificates at the office or agency of the Master Servicer 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 Trust Administrator . The Master Servicer shall give a second written such 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding Certificate Registrar at the time such notice is given to Holders of such Optional Terminationthe Certificates. Upon deposit in the Certificate Account on the applicable Distribution Date of an amount equal to the Repurchase Price pursuant to Section 14.01 and presentation and surrender of the Certificates, the Master Servicer shall cause to be distributed to Holders of Certificates an amount equal to the Repurchase Price. Payments received by the Master Servicer with respect to the Contracts in excess of the Repurchase Price, after giving effect to any amounts to be retained or distributed by it pursuant to Section [3.12], shall be promptly remitted by the Master Servicer to the [Depositor].

Appears in 1 contract

Samples: Reference Agreement (Asset Backed Securities Corp)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s 's Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2004-1)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of ABN to continue servicing and collecting its Servicing Fee for any ABN Subserviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (iii) the right of National City to continue servicing and collecting its Servicing Fee for any National City Subserviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass THR Certs Ser 2003-Ar26)

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Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01Termination, the Terminating Entity or Ocwen, as applicable, shall, at least twenty no later than ten (10) days prior to the date notice is to be mailed to first day of the affected Certificateholders related Optional Termination Notice Period, notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to Upon purchase by the Rating Agencies Terminating Entity or Ocwen, as applicable, of election to purchase the any Mortgage Loans pursuant to Section 11.01 hereof 11.01, the Trustee shall notify the Servicer that is servicing any of such Mortgage Loans (and with respect to the purchase of the Mortgage Loans in any Loan Group to which a Swap or a Cap relates, the related Counterparty) of such purchase. In connection with any Optional Termination, four (4) Business Days prior to the final Distribution Date specified in the notice required pursuant to this Section 11.03(a), the Trustee shall, no later than 4:00 pm New York City time on such day, request in writing (in accordance with the applicable provision in the Swap Agreement) and by phone from the Swap Counterparty the amount of the Estimated Swap Termination DatePayment. The Swap Counterparty shall, no later than 2:00 pm on the following Business Day, notify in writing (which may be done in electronic format) the Trustee of the amount of the Estimated Swap Termination Payment; the Trustee shall promptly on the same day notify the Terminating Entity of the amount of the Estimated Swap Termination Payment. (b) Any purchase of the Mortgage Loans by the Terminating Entity or Ocwen, as applicable, shall be made on an Optional Termination Date by deposit of in accordance with the applicable purchase price into following procedures. Two (2) Business Days prior to the Certificate Accountfinal Distribution Date specified in the notice required pursuant to this Section 11.03, (i) the Terminating Entity or Ocwen, as applicable, before shall, no later than 1:00 pm New York City time on such day, deposit funds in the Certificate Account in an amount equal to the sum of the Mortgage Loan Purchase Price (other than the Swap Optional Termination Payment) and the Estimated Swap Termination Payment, and (ii) if the Trustee shall have determined that the aggregate Stated Principal Balance of all of the Mortgage Loans in the Trust Fund and the appraised value of the REO Properties as of the related Determination Date is less than 10% or 5%, as applicable, of the Aggregate Loan Balance as of the Cut-off Date and that all other requirements of the Optional Termination have been met, including without limitation, the deposit required pursuant to the second paragraph of this Section 11.03 as well as the requirements specified in Section 11.04, then the Trustee shall, on the same Business Day, provide written notice to the Terminating Entity or Ocwen, as applicable, the Depositor, the Servicer and the Swap Counterparty (in accordance with the applicable provision of the Swap Agreement) confirming (a) its receipt of the Mortgage Loan Purchase Price (other than the Swap Optional Termination Payment) and the Estimated Swap Termination Payment and (b) that all other requirements of the Optional Termination have been met. Upon the Trustee’s providing the notice described in the preceding sentence, the Optional Termination shall become irrevocable, the notice to Certificateholders of such Optional Termination provided pursuant to the preceding paragraph of this Section 11.03 shall become unrescindable, the Swap Counterparty shall determine the Swap Optional Termination Payment in accordance with the Swap Agreement, and the Swap Counterparty shall provide to the Trustee written notice of the amount of the Swap Optional Termination Payment not later than one Business Day prior to the final Distribution Date on which such purchase is effectedspecified in the notice required pursuant to this Section 11.03. Upon receipt by the Trust Administrator Trustee of an Officer’s Certificate of the Terminating Entity or Ocwen, as applicable, certifying as to the deposit of such purchase price amounts into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, Trustee shall, upon request and at the expense of the Terminating Entity or Ocwen, as applicable, execute and deliver all such instruments of transfer or assignmentassignment delivered to it by the Terminating Entity, or Ocwen, as applicable, in each case without recourse, as shall be reasonably requested by the Terminating Entity or Ocwen, as applicable, to vest title in the Terminating Entity or Ocwen, as applicable, in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity or Ocwen, as applicable, the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trustee anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 shall 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) Upon presentation and surrender of the Certificates, the Trustee shall cause the final distribution to the Certificateholders of each Class on the final Distribution Date to be made in accordance with the priorities of Section 4.01. In connection with any Optional Termination, only an amount equal to the Mortgage Loan Purchase Price less any Swap Optional Termination Payment shall be made available for distribution to the Regular Certificates. Any Estimated Swap Termination Payment deposited into the Certificate Account by the Terminating Entity or Ocwen, as applicable, shall be withdrawn by the Trustee from the Certificate Account on the related final Distribution Date and distributed as follows: (i) to the Supplemental Interest Trust for payment to the Swap Counterparty in accordance with Section 4.08, an amount equal to the Swap Optional Termination Amount calculated pursuant to the Swap Agreement, provided that in no event shall the amount distributed to the Swap Counterparty in respect of the Swap Optional Termination Amount exceed the Estimated Swap Termination Payment, and (ii) to the Terminating Entity or Ocwen, as applicable, an amount equal to the excess, if any, of the Estimated Swap Termination Payment over the Swap Optional Termination Payment. The Swap Optional Termination Payment shall not be part of any REMIC and shall not be paid into any account which is part of any REMIC. (e) 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 Trust Administrator 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 Trust Administrator 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. (ef) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right rights of WMMSC the owner of the servicing rights related to continue servicing and collecting its Servicing Fee for any WMMSC Serviced the Mortgage Loan that remains outstanding at the time of Loans purchased in such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSMC Asset-Backed Trust 2007-Nc1)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to Upon the Rating Agencies purchase by the Terminating Entity of election to purchase the any Mortgage Loans pursuant to Section 11.01 hereof and 11.01, the Trust Administrator shall notify each Servicer that is servicing any of the Optional Termination Datesuch Mortgage Loans of such purchase. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certificates, Series 2004-8)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of First Nationwide to continue servicing and collecting its servicing fee for any First Nationwide Subserviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (iii) the right of Washington Mutual to continue servicing and collecting its servicing fee for any Washington Mutual Subserviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (iv) the right of National City to continue servicing and collecting its servicing fee for any National City Subserviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass THR Certs Ser 2003-17)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01Termination, the Terminating Entity or Ocwen, as applicable, shall, at least twenty no later than ten (10) days prior to the date notice is to be mailed to first day of the affected Certificateholders related Optional Termination Notice Period, notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to Upon purchase by the Rating Agencies Terminating Entity or Ocwen, as applicable, of election to purchase the any Mortgage Loans pursuant to Section 11.01 hereof 11.01, the Trustee shall notify the Servicer that is servicing any of such Mortgage Loans (and with respect to the purchase of the Mortgage Loans in any Loan Group to which a Swap or a Cap relates, the related Counterparty) of such purchase. In connection with any Optional Termination, four (4) Business Days prior to the final Distribution Date specified in the notice required pursuant to this Section 11.03(a), the Trustee shall, no later than 4:00 pm New York City time on such day, request in writing (in accordance with the applicable provision in the Swap Agreement) and by phone from the Swap Counterparty the amount of the Estimated Swap Termination DatePayment. The Swap Counterparty shall, no later than 2:00 pm on the following Business Day, notify in writing (which may be done in electronic format) the Trustee of the amount of the Estimated Swap Termination Payment; the Trustee shall promptly on the same day notify the Terminating Entity of the amount of the Estimated Swap Termination Payment. (b) Any purchase of the Mortgage Loans by the Terminating Entity or Ocwen, as applicable, shall be made on an Optional Termination Date by deposit of in accordance with the applicable purchase price into following procedures. Two (2) Business Days prior to the Certificate Accountfinal Distribution Date specified in the notice required pursuant to this Section 11.03, (i) the Terminating Entity or Ocwen, as applicable, before shall, no later than 1:00 pm New York City time on such day, deposit funds in the Certificate Account in an amount equal to the sum of the Mortgage Loan Purchase Price (other than the Swap Optional Termination Payment) and the Estimated Swap Termination Payment, and (ii) if the Trustee shall have determined that the aggregate Stated Principal Balance of all of the Mortgage Loans in the Trust Fund and the appraised value of the REO Properties as of the related Determination Date is less than 10% or 5%, as applicable, of the Aggregate Loan Balance as of the Cut-off Date and that all other requirements of the Optional Termination have been met, including without limitation, the deposit required pursuant to the second paragraph of this Section 11.03 as well as the requirements specified in Section 11.04, then the Trustee shall, on the same Business Day, provide written notice to the Terminating Entity or Ocwen, as applicable, the Depositor, the Servicer and the Swap Counterparty (in accordance with the applicable provision of the Swap Agreement) confirming (a) its receipt of the Mortgage Loan Purchase Price (other than the Swap Optional Termination Payment) and the Estimated Swap Termination Payment and (b) that all other requirements of the Optional Termination have been met. Upon the Trustee’s providing the notice described in the preceding sentence, the Optional Termination shall become irrevocable, the notice to Certificateholders of such Optional Termination provided pursuant to the preceding paragraph of this Section 11.03 shall become unrescindable, the Swap Counterparty shall determine the Swap Optional Termination Payment in accordance with the Swap Agreement, and the Swap Counterparty shall provide to the Trustee written notice of the amount of the Swap Optional Termination Payment not later than one Business Day prior to the final Distribution Date on which such purchase is effectedspecified in the notice required pursuant to this Section 11.03. Upon receipt by the Trust Administrator Trustee of an Officer’s Certificate of the Terminating Entity or Ocwen, as applicable, certifying as to the deposit of such purchase price amounts into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, Trustee shall, upon request and at the expense of the Terminating Entity or Ocwen, as applicable, execute and deliver all such instruments of transfer or assignmentassignment delivered to it by the Terminating Entity, or Ocwen, as applicable, in each case without recourse, as shall be reasonably requested by the Terminating Entity or Ocwen, as applicable, to vest title in the Terminating Entity or Ocwen, as applicable, in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity or Ocwen, as applicable, the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSMC Asset-Backed Trust 2007-Nc1)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies and the Servicers of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect the right of WMMSC GreenPoint to continue servicing and collecting its Servicing Fee for any WMMSC GreenPoint Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination or the right of Xxxxx Fargo to continue servicing and collecting its Servicing Fee for any Xxxxx Fargo Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2005-7)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of WMBFA to continue servicing and collecting its Servicing Fee for any WMBFA Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (iii) the right of First Nationwide to continue servicing and collecting its Servicing Fee for any First Nationwide Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Cert Series 2003-10)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination, (ii) the right of Washington Mutual to continue servicing and collecting its Servicing Fee for any Washington Mutual Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (iii) the right of First Nationwide to continue servicing and collecting its Servicing Fee for any First Nationwide Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Through Certs Series 2003-8)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity Olympus shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such an Optional Termination and an Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give such notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination DateAgencies. (b) Any purchase of the Mortgage Loans in a Loan Group by the Terminating Entity Olympus shall be made on an the related Optional Termination Date by deposit of the applicable purchase price Mortgage Loan Purchase Price into the Certificate Account, as applicable, Account before the Distribution Date on which such purchase repurchase is effected. Upon receipt by the Trust Administrator of an Officer’s 's Certificate of the Terminating Entity Olympus certifying as to the deposit of such purchase price Mortgage Loan Purchase Price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity Olympus execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity Olympus to vest title in the Terminating Entity Olympus in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity Olympus the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an the Optional Termination 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 Terminating EntityOlympus. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Through Cert Series 2002-Ar8)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (ii) the right of WMBFA to continue servicing and collecting its Servicing Fee for any WMBFA Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Thru Cert Ser 2003-27)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s 's Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass Through Certificates Ser 2002-Ar13)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made on a Class of Certificates (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (ii) the right of Washington Mutual to continue servicing and collecting its Servicing Fee for any Washington Mutual Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Credit Suisse First Boston Mortgage Securities Corp)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies and the Servicers of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect the right of WMMSC Wxxxx Fargo to continue servicing and collecting its Servicing Fee for any WMMSC Wxxxx Fargo Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2005-6a)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Certs Series 2003-Ar24)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (ii) the right of Fifth Third to continue servicing and collecting its Servicing Fee for any Fifth Third Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Sec Corp CSFB Mort Backed Pass THR Certs Ser 2003 Ar18)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies and the Servicers of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s 's Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Adjustable Rate Mortgage Trust 2005-1)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity Calmco or WMMSC, as applicable, shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity Calmco or WMMSC, as applicable, shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase repurchase is effected. Upon receipt by the Trust Administrator of an Officer’s 's Certificate of the Terminating Entity Calmco or WMMSC, as applicable, certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity Calmco or WMMSC, as applicable, execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity Calmco or WMMSC, as applicable, or WMMSC, as applicable, to vest title in the Terminating Entity Calmco in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity Calmco the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination Calmco or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable Optional Termination Date or date of final distributionWMMSC, 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Credit Suisse Fir Bo Sec Cor CSFB Mort Ps Th CRT Ser 2001-11)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator Trust Administrator and separate trust administratorTrust Administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer Trust Administrator anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (ii) the right of GreenPoint to continue servicing and collecting its Servicing Fee for any GreenPoint Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Backed Pass THR Certs Ser 2004-Ar1)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such the Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator Trustee shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an the Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, Account before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator Trustee of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator Trustee and each co-trust administrator trustee and separate trust administratortrustee, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination 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 Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator Trustee and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage Acceptance Corp Mort Pa THR Cert Ser 2002-Ftb1)

Procedure Upon Optional Termination. (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date. (b) Any purchase of the Mortgage Loans by the Terminating Entity shall be made on an Optional Termination Date by deposit of the applicable purchase price into the Certificate Account, as applicable, before the Distribution Date on which such purchase is effected. Upon receipt by the Trust Administrator of an Officer’s Certificate of the Terminating Entity certifying as to the deposit of such purchase price into the Certificate Account, the Trust Administrator and each co-trust administrator and separate trust administrator, if any, then acting as such under this Agreement, shall, upon request and at the expense of the Terminating Entity execute and deliver all such instruments of transfer or assignment, in each case without recourse, as shall be reasonably requested by the Terminating Entity to vest title in the Terminating Entity in the Mortgage Loans so purchased and shall transfer or deliver to the Terminating Entity the purchased Mortgage Loans. Any distributions on the Mortgage Loans which have been subject to an Optional Termination received by the Trustee Trust Administrator subsequent to (or with respect to any period subsequent to) the Optional Termination Date shall be promptly remitted by it to the Terminating Entity. (c) Notice of the Distribution Date on which the Master Servicer anticipates that the final distribution shall be made (whether upon Optional Termination or otherwise), shall be given promptly by the Master Servicer to the Trust Administrator and by the Trust Administrator 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 applicable 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 Trust Administrator 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 Trust Administrator 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. (e) Notwithstanding anything to the contrary herein, the occurrence of an Optional Termination shall be subject to, and shall in no way adversely affect, affect (i) the right of WMMSC to continue servicing and collecting its Servicing Fee for any WMMSC Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination and (ii) the right of GreenPoint to continue servicing and collecting its Servicing Fee for any GreenPoint Serviced Mortgage Loan that remains outstanding at the time of such Optional Termination.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (CSFB Mortgage-Backed Pass-Through Cert Series 2003-Ar28)

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