Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of Buyer. The Aggregate Purchase Price shall not exceed the Maximum Aggregate Purchase Price. b. With respect to each Transaction, Seller shall provide notice of a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reason. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such release. c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans. d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 2 contracts
Samples: Master Repurchase Agreement (Home Point Capital Inc.), Master Repurchase Agreement (Stonegate Mortgage Corp)
Program; Initiation of Transactions. a. From time This Repurchase Agreement is a commitment by the Buyer to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to the Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) or REO Subsidiary Interests that have been either originated by a Seller or, if approved by Buyer, or purchased by a Seller from other originatorsQualified Originators and from time to time, and (ii) the Seller may request a Purchase Price Increase as a result of the addition of REO Property to the REO Subsidiary, in all cases, up to the Maximum Committed Purchase Price; provided, that the Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a have no commitment by Buyer to enter into any Transaction requested which would result in the aggregate Purchase Price of the then outstanding Transactions with Seller but rather sets forth to exceed the procedures to be used in connection with periodic requests for Buyer Maximum Committed Purchase Price. The Buyer’s obligation to enter into Transactions with Seller. Seller hereby acknowledges that Buyer each Transaction not to exceed the Maximum Committed Purchase Price (including the initial Transaction) is under no obligation subject to agree the satisfaction of the conditions precedent set forth in Section 3 below (as applicable) and Section 11, both immediately prior to enter into, or to enter into, any entering into such Transaction pursuant to this Agreementand also after giving effect thereto. All Purchased Mortgage Loans Assets shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of Buyer. The Aggregate Purchase Price shall not exceed the Maximum Aggregate Purchase PriceServicer.
b. With respect to each TransactionTransaction involving Purchased Assets which are not Wet-Ink Mortgage Loans or Repurchased Mortgage Loans, Seller the Sellers shall provide give the Buyer and the Custodian at least one (1) Business Day prior notice of any proposed Purchase Date (the date on which such notice is given, a “Notice Date”). With respect to Wet-Ink Mortgage Loans or Repurchased Mortgage Loans, the Sellers shall deliver notice of any proposed sale and comply with purchase on or before 7:00 p.m. (New York City time), on the procedures set forth Business Day immediately preceding the Purchase Date (the date on which such notice is given, a “Notice Date”) (including Transactions resulting in a Purchase Price Increase). On a Notice Date, the Manual. Following receipt of such request, Sellers shall (i) request that the Buyer may enter into such requested a Transaction by furnishing to the Buyer a Transaction Request, (ii) deliver to the Buyer and the Custodian an Asset Schedule and (iii) deliver to the Custodian, or may notify Seller of its intention not the Buyer, with respect to enter into such Transaction each Wet-Ink Mortgage Loan, a Request for any reasonCertification in accordance with Section 11(b)(3) hereof. In the event the Mortgage Loan Asset Schedule provided by Seller the Sellers contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, the Buyer shall provide written or electronic notice to Seller the Sellers describing such error and Seller the Sellers may either (a) give the Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans Purchased Assets or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Asset Schedule as required herein.
c. Upon receipt of the Transaction Request, the Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation, to be delivered to such Seller no later than one (1) Business Day following the Notice Date. Other than with respect to Transactions the subject of which are Wet-Ink Mortgage Loans, a Responsible Officer of such Seller shall execute and return the Purchase Confirmation to the Buyer via facsimile at least one (1) Business Day prior to the Purchase Date, with the executed original Purchase Confirmation to follow via overnight delivery.
d. The Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between the Buyer and the Sellers with respect to the Transaction to which the Purchase Confirmation relates, and the Sellers’ acceptance of the related proceeds shall constitute the Sellers’ agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Purchased Asset, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Purchased Asset, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and the Sellers’ interest in the Purchased Assets shall pass to the Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller Increase, as applicable, to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account ThresholdSellers. Upon transfer of the Purchased Assets to the Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 17 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage Asset File and Records, is vested in the Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of the related Seller to each Purchased Mortgage Loan shall be retained by such Seller in trust, for the benefit of the Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage LoansAssets.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon 7:00 p.m., (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, Seller the Sellers shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Asset File to be delivered to the Custodian.
g. With respect to each Repurchased Mortgage FileLoan, by no later than the fifteenth (15th) Business Day following the applicable Purchase Date, the Sellers shall cause the documents in the Asset File to be delivered to the Custodian. Upon (a) receipt by the Buyer of a Reverse Bailee Letter and a Repurchased Mortgage Loan Trust Receipt or (b) receipt by the Custodian of the related Asset Files and receipt by the Buyer of the related Asset Schedule and Exception Report, the Buyer shall transfer to the Sellers immediately available funds in an amount equal to the related Purchase Price.
h. Upon transfer of the REO Subsidiary Interests to the Buyer as set forth herein and until termination of any related Transactions as set forth herein, ownership of the REO Subsidiary Interests is vested in the Buyer, and prior to the recordation of the Buyer Deeds by the Custodian as provided for in the Custodial Agreement, record title to each REO Property shall be retained by the REO Subsidiary, a subservicer for liquidation purposes, or any other nominee approved by the Buyer, in trust, for the benefit of the Buyer.
Appears in 2 contracts
Samples: Master Repurchase Agreement, Master Repurchase Agreement (New Century Financial Corp)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have either been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) a Correspondent Seller. This Agreement is a commitment by Buyer may purchase from to enter into Transactions with Seller all right, title and interest in and for an aggregate amount equal to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisthe Maximum Committed Purchase Price. This Agreement is not a commitment by Buyer to enter into Transactions with Seller for amounts exceeding the Maximum Committed Purchase Price, but rather rather, sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that that, beyond the Maximum Committed Purchase Price, Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Committed Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller shall provide give Buyer and Custodian at least 2 Business Day’s prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”); provided, that if Seller is delivering 200 or more Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the number of Business Days prior to the related Purchase Date by which the notice shall be delivered shall be increased by one (1) additional Business Day for each 200 Mortgage Loans in excess of 200 Mortgage Loans. With respect to Wet-Ink Mortgage Loans, Seller shall deliver notice of any proposed sale purchase on or before 3:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian, or Buyer, with respect to each Wet-Ink Mortgage Loan, either a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan, as applicable, in accordance with Section 10(b)(3) hereof. With respect to requested Transactions that would cause the procedures set forth in aggregate outstanding Purchase Price for all outstanding Transactions to exceed the Manual. Following receipt of such requestMaximum Committed Purchase Price, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller’s acceptance of the related proceeds shall constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (Pennymac Financial Services, Inc.)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of Buyer. The Aggregate Purchase Price shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reason. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such release.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon 2:00 p.m. (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to the Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by either Seller or, if approved by Buyer, or purchased by either Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller the Sellers but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Sellerthe Sellers. Each Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Sellers shall give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if a Seller is delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. With respect to Wet-Ink Mortgage Loans, such Seller shall provide deliver notice of any proposed purchase on or before 3:30 p.m. (New York City time) on the Purchase Date. On the Notice Date, such Seller shall (i) request that Buyer enter into a proposed sale Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan in accordance with Section 10(b)(3) and otherwise comply with the procedures set forth in the ManualExhibit K hereto. Following receipt of such request, Buyer may enter into such requested Transaction or may notify such Seller of its intention not to enter into such Transaction.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for any reasonsuch proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to the Sellers on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and the Sellers with respect to the Transaction to which the Purchase Confirmation relates, and the Sellers' acceptance of the related proceeds shall constitute the Sellers' agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and the Sellers' interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account ThresholdSellers. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of the related Seller to each Purchased Mortgage Loan shall be retained by the related Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, the related Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (First NLC Financial Services Inc)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to the Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) or LLC Interests that have been either originated by any Seller or, if approved by Buyer, or purchased by any Seller from other originators. This Agreement is a commitment by Buyer to enter into Transactions with the Sellers for the transfer of Purchased Assets in an amount which, and (ii) Buyer may purchase from Seller all rightin the aggregate, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisnot exceed at any given time the Maximum Committed Purchase Price. This Agreement is not a commitment by Buyer to enter into Transactions with Seller the Sellers for the transfer of Purchased Assets in an amount which, in the aggregate, exceeds at any given time the Maximum Committed Purchase Price but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Sellerthe Sellers. Each Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this AgreementAgreement which would, when aggregated with all other Transactions then outstanding hereunder, exceed the Maximum Committed Purchase Price. All Purchased Mortgage Loans Assets shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Assets subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction involving Purchased Assets which are not Wet-Ink Mortgage Loans, Sellers shall give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date") (including Transactions resulting in a Purchase Price Increase; provided, that if a Seller is delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. With respect to Wet-Ink Mortgage Loans, such Seller shall provide deliver notice of any proposed purchase on or before 3:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, such Seller shall (i) request that Buyer enter into a proposed sale Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply Custodian an Asset Schedule and (iii) deliver to Custodian, or the Buyer, with respect to each Wet-Ink Mortgage Loan, either a Request for Certification and each Asset File or Wet-Ink Documents for each Wet-Ink Mortgage Loan, as applicable, in accordance with Section 10(b)(3) hereof. With respect to requested Transactions which would cause the procedures set forth in aggregate outstanding Purchase Price for all outstanding Transactions to exceed the Manual. Following receipt of such requestMaximum Committed Purchase Price, Buyer may enter into such requested Transaction or may notify such Seller of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Asset Schedule provided by a Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to such Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Asset Schedule as required herein. In the event that the a Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Asset Schedule or properly align the computer fields, the such Seller shall pay an amount set forth in the fee schedule attached to the Manual $10 per change and any other direct expenses incurred by Buyer; provided, that upon thirty (30) 30 days’ ' notice to the SellerSellers, Buyer may change such computer correction fee. The Seller Sellers shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein.
c. Once per month during any calendar month, with respect to all requested Transactions and all related Purchased Assets and all Transactions remaining outstanding, Sellers shall designate all such Purchased Assets as either Low Purchase Price Assets or High Purchase Price Assets. In the event that Seller requires Sellers fail to make such designation, the return of any Collateral DocumentsPurchase Price election set forth above will not be available and all Purchased Assets in such calendar month shall be treated as High Purchase Price Assets.
d. With respect to each Exception Mortgage Loan, upon its execution receipt of a release pursuant the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to the Sellers on or prior to the Purchase Date.
e. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and the Sellers with respect to the Transaction to which the Purchase Confirmation relates, and the Sellers' acceptance of the related proceeds shall constitute the Sellers' agreement to the terms of such Purchase Confirmation. It is the Custodial Agreementintention of the parties that, the Buyer may authorize the Custodian with respect to deliver any Collateral Documents to the Seller for correction. The Seller each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be fully liable for any failure or delay in made a part of this Agreement. In the return or handling event of any documents delivered conflict between this Agreement and, with respect to the Seller in accordance with each Exception Mortgage Loan, a Purchase Confirmation, the terms of such releasethe Purchase Confirmation shall control with respect to the related Transaction.
c. f. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and the Sellers' interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller Increase, as applicable, to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account ThresholdSellers. Upon transfer of the Purchased Assets Asset to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage Asset File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of the related Seller to each Purchased Mortgage Loan shall be retained by the related Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage LoansAssets.
d. g. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, the related Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage Asset File.
h. Upon transfer of the LLC Interests to Buyer as set forth herein and until termination of any related Transactions as set forth herein, ownership of the LLC Interests is vested in the Buyer, and prior to the recordation of the Buyer Deeds by the Custodian as provided for in the Custodial Agreement, record title to each REO Property shall be retained by REO Subsidiary for the benefit of Buyer.
Appears in 1 contract
Samples: Master Repurchase Agreement (American Home Mortgage Investment Corp)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of each Conduit Buyer, (i) and as required by such Conduit Buyer’s related Committed Buyers, such Conduit Buyer may may, and such Committed Buyers shall, purchase from Seller all right, title and interest in and to Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, Sellers or purchased by Seller Sellers from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer Committed Buyers to enter into Transactions with Seller the Sellers for an amount equal to the Maximum Committed Purchase Price. This Agreement is neither a commitment by Conduit Buyers to enter into Transactions with the Sellers nor a commitment by Committed Buyers to enter into Transactions with the Sellers for amounts exceeding the Maximum Committed Purchase Price, but rather sets forth the procedures to be used in connection with periodic requests for Buyer Buyers to enter into Transactions with Sellerthe Sellers. Each Seller hereby acknowledges that Buyer is that, beyond the Maximum Committed Purchase Price, Buyers are under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price. Buyer shall only be required to enter into Transactions in which the Purchase Price with respect thereto is at least $25,000,000.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller Sellers shall provide give Administrative Agent and Custodian prior notice by no later than 11:00 a.m. (New York City time) at least two (2) Business Days prior to any proposed Purchase Date (the date on which such notice is given, the “Notice Date”); provided, that the requested Purchase Price must be an aggregate amount of at least $25 million. With respect to Wet-Ink Mortgage Loans, Sellers shall deliver notice of any proposed purchase on or before 3:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, Sellers shall (i) request that Buyers enter into a proposed sale Transaction by furnishing to Administrative Agent a Transaction Request, (ii) deliver to Administrative Agent and comply Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian, or the Administrative Agent, with the procedures set forth respect to each Wet-Ink Mortgage Loan, either a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan, as applicable, in the Manualaccordance with Section 10(b)(3) hereof. Following receipt of such request, Buyer Buyers may enter into such requested Transaction or may notify Seller Sellers of its intention not to enter into such Transaction for any reasonin accordance with the conditions precedent set forth in Section 10 hereof. In the event the Mortgage Loan Schedule provided by a Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer Administrative Agent shall provide written or electronic notice to Seller Sellers describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) Sellers shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In Each Transaction Request shall be irrevocable and binding on the event that applicable Seller, and the Seller gives Buyer authority to correct Sellers shall indemnify the computer data, reformat the Mortgage Loan Schedule Buyers against any loss or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses expense incurred by Buyer; providedthe Buyers, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting either directly or realigningindirectly, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return a result of any Collateral Documentsfailure by the applicable Seller to complete such Transaction, upon its execution of a release pursuant to including, without limitation, any actual loss or expense incurred by the terms Buyers, either directly or indirectly, by reason of the Custodial Agreementliquidation or reemployment of funds acquired by the Buyers (including, without limitation, funds obtained by Conduit Buyers by issuing Commercial Paper or promissory notes, obtaining deposits as loans from third parties and reemployment of funds) for the Buyer may authorize the Custodian Buyers to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of fund such releaseTransaction.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, Administrative Agent shall select a Buyer or Buyers (the “Selected Buyers”) to fund such Transaction and, in its sole discretion, may subdivide any requested Transaction into several Transactions to be entered into by one or more Selected Buyers and all of Seller’s right, title and Sellers’ interest in the Purchased Repurchase Assets shall pass to Buyer such Selected Buyers on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds RecipientSellers. The Purchased Assets portion of each Transaction made by a Conduit Buyer shall be sold in such Conduit Buyer’s sole and absolute discretion, and any portion of such Transaction not made by the Seller Conduit Buyer of a Buying Group will be made by the Committed Buyers of such Buying Group. At its option, any Conduit Buyer shall accept or reject any such Transaction Request by notice given to the Buyer Administrative Agent by telephone or telecopy. On each Purchase Date, the Administrative Agent shall record on a servicing-released basis. In its books and records each Buying Group’s pro rata share of each Transaction made to the event that Seller requests that the Buyer remit by wire transfer an amount in excess applicable Seller, which records shall be conclusive evidence of the Purchase Price in connection Transactions entered into with the purchase of any Purchased Assetsapplicable Seller, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Thresholdabsent manifest error. Upon transfer of the Purchased Assets Mortgage Loans to Buyer Selected Buyers as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in BuyerSelected Buyers; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of the applicable Seller to each Purchased Mortgage Loan shall be retained by Seller the Sellers in trust, for the benefit of BuyerSelected Buyers, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date fifth Business Day following the applicable Purchase Date, Seller Sellers shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
e. At the request of the Sellers made no later than forty-five (45) days prior to, but no earlier than sixty (60) days prior to, the Termination Date of this Agreement, the Administrative Agent may in its sole discretion extend the Termination Date for a period of 364 additional days or such other period to be determined by Administrative Agent in its sole discretion by giving written notice of such extension to the Sellers. Any failure by the Administrative Agent to deliver such notice of extension shall be deemed to be the Administrative Agent’s determination not to extend the then current Termination Date.
Appears in 1 contract
Samples: Master Repurchase Agreement (Fieldstone Investment Corp)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans, Seller shall provide give Buyer and Custodian at least 1 Business Day’s prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”); provided, that if Seller is delivering 25 or fewer Mortgage Loans on a proposed sale Purchase Date, the notice shall be delivered on or before 10:30 a.m. (Eastern time) on the Purchase Date. On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File in accordance with the procedures set forth in the ManualSection 10(b)(3) hereof. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual $10 per change and any other direct expenses incurred by Buyer; provided, that upon thirty (30) 30 days’ notice to the SellerSellers, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller’s acceptance of the related proceeds shall constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, Sellers or purchased by Seller Sellers from other originators. THIS AGREEMENT IS NOT A COMMITMENT BY BUYER TO ENTER INTO TRANSACTIONS WITH SELLERS BUT RATHER SETS FORTH THE PROCEDURES TO BE USED IN CONNECTION WITH PERIODIC REQUESTS FOR BUYER TO ENTER INTO TRANSACTIONS WITH SELLERS. EACH SELLER HEREBY ACKNOWLEDGES THAT BUYER IS UNDER NO OBLIGATION TO AGREE TO ENTER INTO, and (ii) Buyer may purchase from Seller all rightOR TO ENTER INTO, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter intoANY TRANSACTION PURSUANT TO THIS AGREEMENT; PROVIDED, or to enter intoTHAT, any Transaction pursuant to this AgreementBUYER SHALL GIVE THE SELLERS AT LEAST 60 DAYS PRIOR WRITTEN NOTICE OF ITS DECISION NOT TO ENTER INTO ANY ADDITIONAL TRANSACTIONS HEREUNDER UNLESS SUCH DECISION IS A RESULT OF FAILURE BY A SELLER TO SATISFY A CONDITION PRECEDENT. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller Sellers shall provide give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if Sellers are delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. With respect to Wet-Ink Mortgage Loans, Sellers shall deliver notice of any proposed sale purchase on or before 3:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, Sellers shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan in accordance with Section 10(b)(3) and otherwise comply with the procedures set forth in the Manualherein. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller Sellers of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Schedule provided by Seller Sellers contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller Sellers describing such error and Seller Sellers may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Sellers give Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller Sellers shall pay an amount set forth in the fee schedule attached to the Manual $10 per change and any other direct expenses incurred by Buyer; provided, that upon thirty (30) 30 days’ ' notice to the SellerSellers, Buyer may change such computer correction fee. The Seller Sellers shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Sellers on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Sellers with respect to the Transaction to which the Purchase Confirmation relates, and Sellers' acceptance of the related proceeds shall constitute Sellers' agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and Sellers' interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account ThresholdSellers. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of the applicable Seller to each Purchased Mortgage Loan shall be retained by the applicable Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, Seller Sellers shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
g. Procedures for Amending Schedule of Approved Third Party Originators. Each Approved Third Party Originator identified on Schedule 3 from time to time shall be approved by the Buyer to originate Mortgage Loans to be sold to the Buyer hereunder. Schedule 3 may be revised from time to time following written approval by the Buyer. The Buyer shall provide at least ten (10) Business Days' prior notice to the Sellers in the event that it determines that any Approved Third Party Originator shall be removed from Schedule 3 attached hereto.
Appears in 1 contract
Samples: Master Repurchase Agreement (New York Mortgage Trust Inc)
Program; Initiation of Transactions. a. From time to time, Buyer shall purchase from Seller certain Eligible Assets that have been purchased and/or originated by Seller. All Purchased Assets shall be serviced by Servicer subject to the Buyer’s rights herein or in the sole discretion Servicing Agreement. The aggregate Purchase Price of BuyerPurchased Assets subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction Seller shall give Buyer and Custodian (and, following the occurrence of a Backup Servicing Trigger Event, the Backup Servicer) at least five (5) Business Days’ prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”). On the Notice Date, Seller shall (i) request that Buyer may purchase from Seller all rightenter into a Transaction by furnishing to Buyer (and, title and interest in and to certain Mortgage Loans (including, without limitationfollowing the occurrence of a Backup Servicing Trigger Event, the Servicing RightsBackup Servicer) that have been either originated a Transaction Request and Confirmation (with respect to each Eligible Asset) accompanied by Seller or, if approved by Buyer, purchased by Seller from other originators, a Complete Submission and (ii) deliver to Buyer may and Custodian (and, following the occurrence of a Backup Servicing Trigger Event, the Backup Servicer) a proposed Purchased Asset Schedule. In the event the Purchased Asset Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller shall correct the computer data, reformat the Eligible Assets or properly align the computer fields. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable.
c. With respect to each Exception Asset, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Transaction Request and Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Asset, the Transaction Request and Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Transaction Request and Confirmation relates, and Seller’s acceptance of the related proceeds shall constitute Seller’s agreement to the terms of such Transaction Request and Confirmation. It is the intention of the parties that, with respect to each Exception Asset, each Transaction Request and Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event of any conflict between this Agreement and, with respect to each Exception Asset, a Transaction Request and Confirmation, the terms of the Transaction Request and Confirmation shall control with respect to the related Transaction.
e. Following receipt of a Transaction Request and Confirmation and a Complete Submission, Buyer shall, as hereinafter provided, inform Seller of its election to purchase from any Eligible Assets proposed to be sold to Buyer by Seller hereunder. Buyer shall have the right to review all rightEligible Assets proposed to be sold to Buyer and conduct its own due diligence investigation of such Eligible Assets as Buyer determines. Buyer shall conduct its diligence review within the following time frame beginning on the Business Day following receipt of the Complete Submission: in the case of a proposed Transaction of (i) up to five (5) Eligible Assets, title ten (10) Business Days; (ii) more than five (5) but no more than twenty-five (25) Eligible Assets, twenty (20) Business Days, and (iii) more than twenty-five (25) Eligible Assets, a time frame to be mutually agreed upon by Buyer and Seller. If, with respect to any Eligible Asset, Buyer does not respond to Seller within the time frames specified in the preceding sentence, Buyer shall be deemed to have elected not to purchase such Eligible Asset. Upon completion of its review, Buyer shall in its sole discretion determine whether to purchase such Eligible Assets and consistent with this Agreement, confirm the terms for such proposed Transaction, including the Purchase Price or Purchase Price Increase, Purchase Price Percentage, the Asset Value, the Pricing Rate, and the Repurchase Date for such Transaction. The terms thereof shall be set forth in the Transaction Request and Confirmation signed by the Seller, and countersigned by Buyer, to be returned to Seller on or prior to the Purchase Date. To the extent any term in the Transaction Request and Confirmation is incomplete, inconsistent with, or otherwise adds terms to the agreement, or to the extent Buyer chooses not to enter into a Transaction pursuant to Section 3f below, the Buyer shall have no obligation to execute and/or deliver the Transaction Request and Confirmation to the Seller.
f. Upon the satisfaction of the applicable conditions precedent set forth in Section 10 hereof, all of Seller’s interest in the Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price or Purchase Price Increase to Seller. Upon transfer of the Purchased Assets to Buyer as set forth in this Section and until termination of any related Transactions as set forth in Sections 4 or 16 of this Agreement, ownership of each Purchased Asset, including each document in the related Asset File and Records, is vested in Buyer; provided that, prior to certain Agency the recordation by the Custodian as provided for in the Custodial Agreement record title in the name of Seller to each Purchased Asset (other than with respect to Securities. The Mortgage Loans ) shall be sold on retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Assets.
g. Upon transfer of the Mezzanine Loan Subsidiary Interests to Buyer as set forth herein and until termination of any related Transactions as set forth herein, ownership of the Mezzanine Loan Subsidiary Interests is vested in the Buyer, and record title to each Mezzanine Loan shall be retained by the Mezzanine Loan Subsidiary or a servicing-released basis. Servicer for liquidation purposes, for the benefit of Buyer.
h. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of Buyer. .
i. The Maximum Aggregate Purchase Price may be increased by agreement of Buyer and Seller if the Accordion Requirements are satisfied at the time that the increase is proposed. Buyer shall not exceed have sole discretion in determining whether the Accordion Requirements are satisfied and shall provide written notice to Seller that the Accordion Requirements have been satisfied. Buyer shall also have sole discretion in determining whether the Accordion Requirements continue to be satisfied during the period that the Maximum Aggregate Purchase Price.
b. With respect Price is increased. To the extent that the Accordion Requirements are not satisfied during the period that the Maximum Aggregate Purchase Price is increased, Buyer may reduce the Maximum Aggregate Purchase Price or the Market Value relating to each Transactionany of the Transactions in its sole discretion by providing written notice to Seller. Upon receipt of such notice, Seller shall provide notice of a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction be responsible for any reason. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such release.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass remitting to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets amounts due to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision a result of the servicing of the Purchased Mortgage LoansMaximum Aggregate Purchase Price reduction within one (1) Business Day.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (Care Investment Trust Inc.)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with any Seller but rather sets forth the procedures to be used in connection with periodic requests any request for Buyer to enter into Transactions with any Seller from time to time during the term of this Agreement and, if Buyer enters into Transactions with a Seller, such Seller’s obligations with respect thereto. Seller hereby acknowledges Subject to the terms and conditions of this Agreement and provided that no Event of Default or Event of Termination has occurred and is continuing, Buyer may, from time to time during the term of this Agreement, enter into Transactions with Sellers. Buyer will not enter into Transactions for amounts exceeding the Maximum Aggregate Purchase Price. Notwithstanding the willingness of Buyer from time to time consider entering into Transactions hereunder, this Agreement is entered into on the express understanding that Buyer is under no obligation to agree shall not be obligated to enter intointo any Transactions hereunder, or and this Agreement shall in no way be construed as a commitment by Buyer. Buyer's entry into a Transaction hereunder shall not obligate buyer to enter into, into any Transaction pursuant to this Agreementfuture Transactions hereunder. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by the Servicer on the behalf of Buyeror Subservicer. The Aggregate aggregate Purchase Price of Purchased Assets subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller Xxxxxxx shall provide notice of a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, request that Buyer may enter into such requested Transaction or may notify Seller of its intention not consider to enter into such a Transaction for any reasonby delivering to Buyer a Transaction Request, the related Seller Provided Diligence Package, Current Property Value, summary results of due diligence delivered in connection with Section 10(b)(1) of this Agreement, compliance diligence information and upon request of Buyer, a copy of the Appraisal, BPO or other valuation evidencing the Current Property Value, in each case in the format mutually agreed to by Buyer and Sellers on or before 10:00 a.m. (New York City time) ten (10) Business Days prior to the proposed Purchase Date. In the event the Mortgage Loan Asset Schedule provided by Seller Sellers contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller Sellers describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) Sellers shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Asset Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth review and advise Sellers in the fee schedule attached to the Manual and any other direct expenses incurred by writing of Buyer’s Market Value within five (5) Business Days of receipt of a Transaction Request; provided, that upon thirty (30) days’ notice however, that, if the related Transaction Request relates to more than 250 Mortgage Loans, Buyer shall have an additional reasonable time period to advise Sellers in writing of Buyer’s Market Value and to enter into a Transaction pursuant to the Sellerfollowing sentence. Upon Buyer and Sellers’ mutual agreement of the Asset Value, Buyer may change such computer correction fee. The Seller and Sellers shall hold Buyer harmless for such correction, reformatting or realigningenter into a Transaction, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms within one (1) Business Day of such releaseagreement as set forth in Section 3(e) hereto.
c. Upon transfer of the Purchased Assets to Buyer as set forth herein and until termination of such Transaction as set forth herein, ownership of the Purchased Assets is vested in Buyer.
d. In no event shall Buyer have any obligation to fund any Transaction hereunder if it has not received notice within the time period required by this Section 3. Buyer reserves the right, in its sole and exclusive discretion, to fund a Transaction, without such required notice but the exercise of such right on one or more occasions shall not amend, impair or otherwise affect the absolute right of Buyer to receive such notice in respect of any subsequent funding before the obligation of Buyer to make such funding shall mature and become binding upon Buyer.
e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of the respective Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through for the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer Buyer, as set forth in this Section 3 and until termination of any related Transactions or the release of Mortgage Loans as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased Asset, including beneficial ownership interest in each document in the related Mortgage Asset File and Records, is vested in Buyer; provided that, .
f. Notwithstanding either (i) Buyer’s receipt and/or review of any Seller Provided Diligence Package or Current Property Value with respect to any Mortgage Loan prior to the recordation by related Purchase Date or (ii) Buyer’s right to perform continuing due diligence reviews with respect to Sellers and the Custodian as provided for in Purchased Assets pursuant to Section 34 hereof, the Custodial Agreement, record title in the name of related Seller to shall provide Post-Closing Diligence on each Purchased Asset within ninety (90) calendar days after the related Purchase Date. If either (i) a Seller fails to provide the Post-Closing Diligence to Buyer within ninety (90) calendar days after the related Purchase Date or (ii) upon Buyer’s review of such Post-Closing Diligence, if such Purchased Asset is a Grade C Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink or a Grade D Mortgage Loan, by no later than 12:00 noon and Buyer, in its reasonable discretion, deems such Purchased Asset to be ineligible or otherwise not satisfactory for purchase hereunder, in either case, the Asset Value of such Purchased Asset may be reduced to zero (New York City time$0) Dollars.
g. In connection with the consummation of each Transaction, on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable or before each Purchase Date, Buyer and the related Seller shall deliver or cause enter into a confirmation in the related Authorized Funds Recipient form of Exhibit H attached hereto (“Confirmation”) which Confirmation shall describe the Mortgage Loans subject to deliver such Transaction, and shall set forth: (i) the Purchase Date, (ii) the Asset Value for each Mortgage Loan, (iii) the Maximum Purchase Price Percentage for each Mortgage Loan, (iv) the Actual Purchase Price Percentage for each Mortgage Loan, (v) the Purchase Price for each Mortgage Loan, (vi) the Pricing Rate applicable to the Custodian Transaction and shall include the remaining documents in final Asset Schedule setting forth the Mortgage FileLoans subject to such Transaction and the applicable Actual Purchase Price Percentage with respect thereto.
Appears in 1 contract
Samples: Master Repurchase Agreement (Angel Oak Mortgage, Inc.)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated or acquired by Seller. This Agreement is a commitment by Buyer to enter into Transactions with Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and for an aggregate amount equal to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisthe Maximum Committed Purchase Price. This Agreement is not a commitment by Buyer to enter into Transactions with Seller for amounts exceeding the Maximum Committed Purchase Price, but rather rather, sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that that, beyond the Maximum Committed Purchase Price, Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerSeller or Servicer, as applicable. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Committed Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of request that Buyer enter into a Transaction by delivering (i) to Buyer, a Transaction Request on or before 3:00 p.m. (New York City time) on the Purchase Date for Transactions involving Wet-Ink Mortgage Loans and one (1) Business Day prior to the proposed sale Purchase Date for Transactions involving all Mortgage Loans other than Wet-Ink Mortgage Loans, and comply (ii) to Buyer and Custodian a Request for Certification and related Mortgage Loan Schedule, in accordance with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonCustodial Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller’s acceptance of the related proceeds shall constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon the seventh (New York City time7th) on the Wet-Ink Mortgage Loan Document Receipt Date calendar day following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File, as more particularly set forth in the Custodial Agreement.
Appears in 1 contract
Samples: Master Repurchase Agreement (PennyMac Mortgage Investment Trust)
Program; Initiation of Transactions. a. (a) From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisSeller. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall be Eligible Mortgage Loans, shall exceed or meet the Underwriting Guidelines, and shall be serviced subserviced by Servicer on the behalf of BuyerSeller or Servicer, as applicable. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price. In addition and anything to the contrary in this Agreement notwithstanding, at no time shall the HARP Loan Percentage exceed ten percent (10%).
b. With respect to each Transaction, (b) Seller shall provide notice of a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, request that Buyer may enter into such requested a Transaction by delivering to Buyer a Transaction Request (A) two (2) Business Days prior to the Proposed Purchase Date for Mortgage Loans that are not Wet-Ink Mortgage Loans or may notify Seller of its intention not (B) by 3:00 p.m. (California time) one (1) Business Day prior to enter into such Transaction the proposed Purchase Date for any reasonWet-Ink Mortgage Loans. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to the named Seller, but not any other party comprising Seller under this Agreement, describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In With respect to each Transaction Request, Seller shall clearly identify any HARP Loan included, and calculate and certify the event that the Seller gives Buyer authority to correct the computer data, reformat the related HARP Loan Percentage as of purchase of such Mortgage Loan Schedule or properly align by Buyer.
(c) With respect to each Exception Mortgage Loan, upon receipt of the computer fieldsTransaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Seller Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall pay an amount be set forth in the fee schedule attached Purchase Confirmation to be delivered to Seller on or prior to the Manual Purchase Date.
(d) With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller, Buyer may change such computer correction fee. The Seller ’s acceptance of the related proceeds shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the Custodial intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. With respect to each Exception Mortgage Loan, in the event of any conflict between this Agreement and, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with Purchase Confirmation, the terms of such releasethe Purchase Confirmation shall control.
c. (e) Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets (including without limitation the Servicing Rights) shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and RecordsRecords and the Servicing Rights, is vested in Buyer; provided that, prior to the recordation by of the Custodian as provided for in the Custodial Agreement, Assignment of Mortgage record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing subservicing and the supervision of the servicing subservicing of the Purchased Mortgage Loans.
d. (f) With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon the third (New York City time3rd) on the Wet-Ink Mortgage Loan Document Receipt Date Business Day following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian Buyer or Buyer’s designee the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (Impac Mortgage Holdings Inc)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) . This Agreement is a commitment by Buyer may purchase from to enter into Transactions with the Seller all right, title and interest in and for an amount equal to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisthe Maximum Committed Purchase Price. This Agreement is not a commitment by Buyer to enter into Transactions with the Seller for amounts exceeding the Maximum Committed Purchase Price but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with the Seller. The Seller hereby acknowledges that that, beyond the Maximum Committed Purchase Price, Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Acquisition Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if Seller is delivering 25 or fewer Mortgage Loans on a proposed sale Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian either a Request for Certification and each Mortgage File in accordance with Section 10(b)(3) hereof. With respect to requested Transactions which would cause the procedures set forth in aggregate outstanding Purchase Price for all outstanding Transactions to exceed the Manual. Following receipt of such requestMaximum Committed Purchase Price, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual $10 per change and any other direct expenses incurred by Buyer; provided, that upon thirty (30) 30 days’ ' notice to the SellerSellers, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller's acceptance of the related proceeds shall constitute Seller's agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and 's interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (Chimera Investment Corp)
Program; Initiation of Transactions. a. From time This Repurchase Agreement is a commitment by Buyer to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by a Seller or, if approved by Buyer, or purchased by a Seller from other originatorsQualified Originators up to the Maximum Committed Purchase Price; provided, and (ii) that the Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a have no commitment by Buyer to enter into any Transaction requested which would result in the aggregate Purchase Price of then outstanding Transactions with Seller but rather sets forth to exceed the procedures to be used in connection with periodic requests for Buyer Maximum Committed Purchase Price. Buyer’s obligation to enter into Transactions with Seller. Seller hereby acknowledges that Buyer each Transaction not to exceed the Maximum Committed Purchase Price (including the initial Transaction) is under no obligation subject to agree the satisfaction of the conditions precedent set forth in Section 3 below (as applicable) and Section 11, both immediately prior to enter into, or to enter into, any entering into such Transaction pursuant to this Agreementand also after giving effect thereto. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of Buyer. The Aggregate Purchase Price shall not exceed the Maximum Aggregate Purchase PriceServicer.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller Sellers shall provide give Buyer and Custodian at least 1 Business Day prior notice of a any proposed sale and comply with Purchase Date (the procedures set forth in date on which such notice is given, the Manual“Notice Date”); With respect to Wet-Ink Mortgage Loans, Sellers shall deliver notice of any proposed purchase on or before 7:00 p.m. (New York City time), on the Business Day immediately preceding the Purchase Date. Following receipt of such requestOn the Notice Date, Sellers shall (i) request that Buyer may enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and Custodian a Mortgage Loan Schedule, (iii) deliver to Custodian, or the Buyer, with respect to each Wet-Ink Mortgage Loan, either a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan, as applicable, in accordance with Section 11(b)(3) hereof and (iv) deliver to Buyer, with respect to each Exception Mortgage Loan, such requested Transaction or may notify Seller fees to be paid with respect to any such approval of its intention not to enter into such Transaction for any reasonan Exception Mortgage Loan. In the event the Mortgage Loan Schedule provided by Seller Sellers contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller Sellers describing such error and Seller Sellers may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein.
c. Upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation, to be delivered to such Seller no later than one (1) Business Day following the Notice Date. A Responsible Officer of such Seller shall execute and return the Purchase Confirmation to Buyer via facsimile at least one (1) Business Day prior to the Purchase Date, with the executed original Purchase Confirmation to follow via overnight delivery.
d. The Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Sellers with respect to the Transaction to which the Purchase Confirmation relates, and Sellers’ acceptance of the related proceeds shall constitute Sellers’ agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Purchased Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Purchased Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and Sellers’ interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account ThresholdSellers. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 17 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of the related Seller to each Purchased Mortgage Loan shall be retained by such Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon 7:00 p.m., (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, Seller Sellers shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage FileFile to be delivered to the Custodian.
Appears in 1 contract
Samples: Master Repurchase Agreement (New Century Financial Corp)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, Sellers or purchased by Seller Sellers from other originators, and (ii) . This Agreement is a commitment by Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisenter into Transactions with the Sellers for an amount equal to the Maximum Committed Purchase Price. This Agreement is not a commitment by Buyer to enter into Transactions with Seller the Sellers for amounts exceeding the Maximum Committed Purchase Price but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Sellerthe Sellers. Each Seller hereby acknowledges that that, beyond the Maximum Committed Purchase Price, Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller Sellers shall provide give Buyer and Custodian at least 1 Business Day’s prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”); provided, that if Sellers are delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered at or before 10:30 a.m. (New York City time) on the Purchase Date. With respect to Wet-Ink Mortgage Loans, Sellers shall deliver notice of any proposed sale purchase at or before 4:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, Sellers shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian, or the Buyer, with respect to each Wet-Ink Mortgage Loan, either a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan, as applicable, in accordance with Section 10(b)(3) hereof. With respect to requested Transactions which would cause the procedures set forth in aggregate outstanding Purchase Price for all outstanding Transactions to exceed the Manual. Following receipt of such requestMaximum Committed Purchase Price, Buyer may enter into such requested Transaction or may notify Seller the Sellers of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Schedule provided by Seller Sellers contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller Sellers describing such error and Seller Sellers may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Sellers give Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller Sellers shall pay an amount set forth in the fee schedule attached to the Manual $10 per change and any other direct expenses incurred by Buyer; provided, that upon thirty (30) 30 days’ notice to the SellerSellers, Buyer may change such computer correction fee. The Seller Sellers shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, promptly specify the terms for such proposed Transaction in a written electronic confirmation, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Sellers on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the electronic Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Sellers with respect to the Transaction to which the Purchase Confirmation relates, and Sellers’ acceptance of the related proceeds shall constitute Sellers’ agreement to the terms of such Purchase Confirmation unless an objection is received by the end of the next Business Day. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and Sellers’ interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account ThresholdSellers. Upon transfer of the Purchased Repurchase Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased such Repurchase Asset, including each document in the related Mortgage File and Records, is shall automatically, and without further action, be vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of the applicable Seller to each Purchased Mortgage Loan shall be retained by the applicable Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date eighth Business Day following the applicable Purchase Date, Seller Sellers shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price. Buyer shall only enter into Transactions in which the Purchase Price with respect thereto is at least FIVE MILLION DOLLARS ($5,000,000.00).
b. With respect to each TransactionSeller shall give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if Seller is delivering 25 or fewer Mortgage Loans on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. On the Notice Date, Seller shall provide notice of (i) request that Buyer enter into a proposed sale Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply with the procedures set forth in the ManualCustodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction.
c. On each Purchase Date, Buyer shall forward to the Seller a confirmation (a "Confirmation") by electronic transmission setting forth with respect to each Transaction funded on such date, (1) the mortgage loan number, (2) the Purchase Price for such Mortgage Loan, (3) the Market Value of the related Mortgage Loans as of the date of such Confirmation, (4) the outstanding principal amount of the related Mortgage Loans, (5) the Repurchase Date, (6) the Pricing Rate and (7) the type of such Mortgage Loans (i.e., Alt-A Mortgage Loan, Second Lien Mortgage Loan). Buyer shall forward to the Seller a revised Confirmation by electronic transmission notifying the Seller as to any reasonchanges made by Buyer in the Purchase Price Percentage or Pricing Rate pursuant to the terms thereof.
d. In the event Seller disagrees with any terms of the Confirmation, the Seller shall notify Buyer in writing of such disagreement within one (1) Business Day after receipt of such Confirmation unless a corrected Confirmation is sent by Buyer. An objection sent by the Seller must state specifically that it is an objection, must specify provision(s) in the manner that the Seller believes they should be stated, and must be received by Buyer no more than one (1) Business Day after the Confirmation was received by the Seller.
e. Any Confirmation by Buyer shall be deemed to have been received by the Seller on the date actually received by the Seller.
f. Except as set forth in Section 3(d) hereof, each Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and the Seller with respect to the Transaction to which the Confirmation relates, and the Seller's acceptance of the related proceeds shall constitute the Seller's agreement to the terms of such Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and a Confirmation, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. g. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and 's interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (Staten Island Bancorp Inc)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators. THIS AGREEMENT IS NOT A COMMITMENT BY BUYER TO ENTER INTO TRANSACTIONS WITH SELLER BUT RATHER SETS FORTH THE PROCEDURES TO BE USED IN CONNECTION WITH PERIODIC REQUESTS FOR BUYER TO ENTER INTO TRANSACTIONS WITH SELLER. SELLER HEREBY ACKNOWLEDGES THAT BUYER IS UNDER NO OBLIGATION TO AGREE TO ENTER INTO, and (ii) Buyer may purchase from Seller all rightOR TO ENTER INTO, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter intoANY TRANSACTION PURSUANT TO THIS AGREEMENT; PROVIDED, or to enter intoTHAT, any Transaction pursuant to this Agreement. BUYER SHALL GIVE THE SELLER AT LEAST 60 DAYS PRIOR WRITTEN NOTICE OF ITS DECISION NOT TO ENTER INTO ANY ADDITIONAL TRANSACTIONS HEREUNDER.. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller shall provide give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if Seller is delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. With respect to Wet-Ink Mortgage Loans, Seller shall deliver notice of any proposed sale purchase on or before 3:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan in accordance with Section 10(b)(3) and otherwise comply with the procedures set forth in the Manualherein. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual $10 per change and any other direct expenses incurred by Buyer; provided, that upon thirty (30) 30 days’ ' notice to the SellerSellers, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller's acceptance of the related proceeds shall constitute Seller's agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and 's interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (New York Mortgage Trust Inc)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) Eligible Assets that have been either originated by Seller or, if approved by Buyer, purchased by Seller. The aggregate Purchase Price of Purchased Assets subject to outstanding Transactions plus the aggregate amount of Future Funding Commitments with respect to all Purchased Assets shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction Seller from other originatorsshall give Buyer and Custodian at least five (5) Business Days’ prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”). On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request accompanied by a Complete Submission and (ii) deliver to Buyer may and Custodian a proposed Purchased Asset Schedule. In the event the Purchased Asset Schedule provided by Seller contains erroneous computer data, Buyer shall provide written or electronic notice to Seller describing such error and Seller shall correct the computer data. The Seller shall hold Buyer harmless for such correction.
c. Following receipt of a Transaction Request and a Complete Submission, Buyer shall, as hereinafter provided, inform Seller of its election to purchase from any Eligible Assets proposed to be sold to Buyer by Seller hereunder. Buyer shall have the right to review all rightEligible Assets proposed to be sold to Buyer and conduct its own due diligence investigation of such Eligible Assets as Buyer determines. Buyer shall conduct its diligence review within the following time frame beginning on the Business Day following receipt of the Complete Submission: in the case of a proposed Transaction of (i) up to five (5) Eligible Assets, title ten (10) Business Days; (ii) more than five (5) but no more than twenty-five (25) Eligible Assets, twenty (20) Business Days, and (iii) more than twenty-five (25) Eligible Assets, a time frame to be mutually agreed upon by Buyer and Seller. If, with respect to any Eligible Asset, Buyer does not respond to Seller within the time frames specified in the preceding sentence, Buyer shall be deemed to have elected not to purchase such Eligible Asset. Upon completion of its review, Buyer shall in its sole discretion determine whether to purchase such Eligible Assets and consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, Purchase Price Percentage, the Asset Value, the Pricing Rate, and the Repurchase Date for such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date, subject to the Seller’s rights to confirm or reject such Purchase Confirmation set forth in Section 10(b).
d. Upon the satisfaction of the applicable conditions precedent set forth in Section 10 hereof, all of Seller’s interest in the Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller. Upon transfer of the Purchased Assets to Buyer as set forth in this Section and until termination of any related Transactions as set forth in Sections 4 or 16 of this Agreement, ownership of each Purchased Asset, including each document in the related Asset File and Records, is vested in Buyer; provided that, prior to certain Agency the occurrence and continuance of an Event of Default record title in the name of Seller to each Purchased Asset (other than with respect to Securities. The Mortgage Loans ) shall be sold on a servicing-released basis. retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Assets.
e. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans .
f. This Agreement shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer terminate on the behalf Termination Date. If no Event of Buyer. The Aggregate Purchase Price shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionDefault has occurred and is continuing, Seller shall provide notice of a proposed sale and comply with the procedures set forth then in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reason. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires has executed an engagement letter for Transaction 2 (as defined in the return of any Collateral Documents, upon its execution of a release pursuant to MOU) and such engagement letter is consistent with the terms of the Custodial AgreementMOU, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller Termination Date shall be fully liable for any failure extended to (A) the date that is the earlier of (i) the CDO-2 Closing Date, (ii) 180 days after the Initial Commitment Expiration Date (the “Extended Commitment Expiration Date”) and (iii) 364 days from the date of this Agreement or delay in (B) such other date as is mutually agreed upon by the return or handling of any documents delivered to Buyer and the Seller in accordance with the terms of such releaseSeller.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. g. With respect to each Wet-Ink Mortgage any Future Advance Loan, by any Future Advance Commitment shall remain the obligation of the Seller, and Buyer shall have no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause obligation to purchase any loans funded in respect of such commitments unless such loan together with the related Authorized Funds Recipient to deliver to Funded Loan would be an Eligible Asset hereunder at the Custodian the remaining documents in the Mortgage Filetime of purchase.
Appears in 1 contract
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) Eligible Assets that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this AgreementSellers. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and Assets shall be serviced by Servicer on subject to the behalf of Buyer’s rights herein or in the Servicing Agreement. The Aggregate aggregate Purchase Price of Purchased Assets subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction Sellers shall give Buyer, Seller shall provide Backup Servicer and Custodian at least seven (7) Business Days’ prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”). On the Notice Date, Sellers shall (i) request that Buyer enter into a Transaction by furnishing to Buyer and Backup Servicer a Transaction Request accompanied by a Complete Submission and (ii) deliver to Buyer, Backup Servicer and Custodian a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonPurchased Asset Schedule. In the event the Mortgage Loan Purchased Asset Schedule provided by Seller Sellers contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller Sellers describing such error and Seller may either (a) give Buyer written or electronic authority to Sellers shall correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule Eligible Assets or properly align the computer fields.
c. Following receipt of a Transaction Request and a Complete Submission, Buyer shall, as hereinafter provided, inform Sellers of its election to purchase any Eligible Assets proposed to be sold to Buyer by Sellers hereunder. Buyer shall have the right to review all Eligible Assets proposed to be sold to Buyer and conduct its own due diligence investigation of such Eligible Assets as Buyer determines. Buyer shall conduct its diligence review within the following time frame beginning on the Business Day following receipt of the Complete Submission: in the case of a proposed Transaction of (i) up to five (5) Eligible Assets, ten (10) Business Days; (ii) more than five (5) but no more than twenty-five (25) Eligible Assets, twenty (20) Business Days, and (iii) more than twenty-five (25) Eligible Assets, a time frame to be mutually agreed upon by Buyer and Sellers. If, with respect to any Eligible Asset, Buyer does not respond to Sellers within the time frames specified in the preceding sentence, Buyer shall be deemed to have elected not to purchase such Eligible Asset. Upon completion of its review, Buyer shall in its sole discretion determine whether to purchase such Eligible Assets and consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price or Purchase Price Increase, Purchase Price Percentage, the Seller Asset Value, the Pricing Rate, and the Repurchase Date for such Transaction. The terms thereof shall pay an amount be set forth in the fee schedule attached Purchase Confirmation to be delivered to Sellers on or prior to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releasePurchase Date.
c. d. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of each Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price Increase to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account ThresholdSellers. Upon transfer of the Purchased Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage Asset File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of the applicable Seller to each Purchased Mortgage Loan Asset shall be retained by such Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage LoansAssets.
d. With respect e. Upon transfer of the Mezzanine Loan Subsidiary Interests to Buyer as set forth herein and until termination of any related Transactions as set forth herein, ownership of the Mezzanine Loan Subsidiary Interests is vested in the Buyer, and record title to each Wet-Ink Mortgage LoanMezzanine Loan shall be retained by the Mezzanine Loan Subsidiary or a Servicer for liquidation purposes, for the benefit of Buyer.
f. This Agreement is not a commitment by Buyer to enter into Transactions with Sellers but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Sellers. Each Seller hereby acknowledges that Buyer is under no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Dateobligation to agree to enter into, Seller shall deliver or cause the related Authorized Funds Recipient to deliver enter into, any Transaction pursuant to this Agreement.
g. The Sellers may by written notice to the Custodian Buyer elect to request at any time prior to the remaining documents Termination Date an increase to the existing Maximum Aggregate Purchase Price by an amount equal to $50,000,000. Such written notice shall be delivered to the Buyer at least fifteen (15) days before the requested effective date thereof. Such request shall only be effective (i) if there exists no Default or Event of Default and (ii) the Sellers shall have paid to Buyer in consideration of such increase in the Mortgage Fileexisting Maximum Aggregate Purchase Price, in Dollars, in immediately available funds, without deduction, set-off or counterclaim, an amount equal to the product of (a) 0.125% and (b) the amount of such increase to the Maximum Aggregate Purchase Price and (c) a fraction, the numerator of which is the number of days remaining in the Term and the denominator of which is the total number of days in the Term.
Appears in 1 contract
Samples: Master Repurchase Agreement (Arbor Realty Trust Inc)
Program; Initiation of Transactions. Section 3 of the Repurchase Agreement is hereby amended by deleting clauses a and b thereof in their entirety and replacing them with the following:
a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, Sellers or purchased by Seller Sellers from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller Sellers but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with SellerSellers. Each Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any 1 Table of Contents Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Sellers shall give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the ‘‘Notice Date’’); provided, that if Seller is delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. With respect to Wet-Ink Mortgage Loans, Sellers shall deliver notice of any proposed purchase on or before 3:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, Seller shall provide notice of (i) request that Buyer enter into a proposed sale Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian, or the Buyer, with the procedures set forth respect to each Wet-Ink Mortgage Loan, either a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan, as applicable, in the Manualaccordance with Section 10(b)(3) hereof. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller Sellers of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Schedule provided by Seller Sellers contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller Sellers describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) Sellers shall correct the computer data, reformat or properly align the computer fields itself themselves and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such release.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.’’
Appears in 1 contract
Samples: Master Repurchase Agreement (MortgageIT Holdings, Inc.)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with any Seller but rather sets forth the procedures to be used in connection with periodic requests any request for Buyer to enter into Transactions with any Seller from time to time during the term of this Agreement and, if Buyer enters into Transactions with a Seller, such Seller’s obligations with respect thereto. Seller hereby acknowledges Subject to the terms and conditions of this Agreement and provided that no Event of Default or Event of Termination has occurred and is continuing, Buyer may, from time to time during the term of this Agreement, enter into Transactions with Sellers. Buyer will not enter into Transactions for amounts exceeding the Maximum Aggregate Purchase Price. Notwithstanding the willingness of Buyer from time to time consider entering into Transactions hereunder, this Agreement is entered into on the express understanding that Buyer is under no obligation to agree shall not be obligated to enter intointo any Transactions hereunder, or and this Agreement shall in no way be construed as a commitment by Buyer. Buyer’s entry into a Transaction hereunder shall not obligate buyer to enter into, into any Transaction pursuant to this Agreementfuture Transactions hereunder. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by the Servicer on the behalf of Buyeror Subservicer. The Aggregate aggregate Purchase Price of Purchased Assets subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller x. Xxxxxxx shall provide notice of a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, request that Buyer may enter into such requested Transaction or may notify Seller of its intention not consider to enter into such a Transaction for any reasonby delivering to Buyer a Transaction Request, the related Seller Provided Diligence Package, Current Property Value, summary results of due diligence delivered in connection with Section 10(b)(1) of this Agreement, compliance diligence information and upon request of Buyer, a copy of the Appraisal, BPO or other valuation evidencing the Current Property Value, in each case in the format mutually agreed to by Buyer and Sellers on or before 10:00 a.m. (New York City time) ten (10) Business Days prior to the proposed Purchase Date. In the event the Mortgage Loan Asset Schedule provided by Seller Sellers contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller Sellers describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) Sellers shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Asset Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth review and advise Sellers in the fee schedule attached to the Manual and any other direct expenses incurred by writing of Buyer’s Market Value within five (5) Business Days of receipt of a Transaction Request; provided, that upon thirty (30) days’ notice however, that, if the related Transaction Request relates to more than 250 Mortgage Loans, Buyer shall have an additional reasonable time period to advise Sellers in writing of Buyer’s Market Value and to enter into a Transaction pursuant to the Sellerfollowing sentence. Upon Buyer and Sellers’ mutual agreement of the Asset Value, Buyer may change such computer correction fee. The Seller and Sellers shall hold Buyer harmless for such correction, reformatting or realigningenter into a Transaction, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms within one (1) Business Day of such releaseagreement as set forth in Section 3(e) hereto.
c. Upon transfer of the Purchased Assets to Buyer as set forth herein and until termination of such Transaction as set forth herein, ownership of the Purchased Assets is vested in Buyer.
d. In no event shall Buyer have any obligation to fund any Transaction hereunder if it has not received notice within the time period required by this Section 3. Buyer reserves the right, in its sole and exclusive discretion, to fund a Transaction, without such required notice but the exercise of such right on one or more occasions shall not amend, impair or otherwise affect the absolute right of Buyer to receive such notice in respect of any subsequent funding before the obligation of Buyer to make such funding shall mature and become binding upon Buyer.
e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of the respective Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through for the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer Buyer, as set forth in this Section 3 and until termination of any related Transactions or the release of Mortgage Loans as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased Asset, including beneficial ownership interest in each document in the related Mortgage Asset File and Records, is vested in Buyer; provided that, .
f. Notwithstanding either (i) Buyer’s receipt and/or review of any Seller Provided Diligence Package or Current Property Value with respect to any Mortgage Loan prior to the recordation by related Purchase Date or (ii) Buyer’s right to perform continuing due diligence reviews with respect to Sellers and the Custodian as provided for in Purchased Assets pursuant to Section 34 hereof, the Custodial Agreement, record title in the name of related Seller to shall provide Post-Closing Diligence on each Purchased Asset within ninety (90) calendar days after the related Purchase Date. If either (i) a Seller fails to provide the Post-Closing Diligence to Buyer within ninety (90) calendar days after the related Purchase Date or (ii) upon Buyer’s review of such Post-Closing Diligence, if such Purchased Asset is a Grade C Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink or a Grade D Mortgage Loan, by no later than 12:00 noon and Buyer, in its reasonable discretion, deems such Purchased Asset to be ineligible or otherwise not satisfactory for purchase hereunder, in either case, the Asset Value of such Purchased Asset may be reduced to zero (New York City time$0) Dollars.
g. In connection with the consummation of each Transaction, on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable or before each Purchase Date, Buyer and the related Seller shall deliver or cause enter into a confirmation in the related Authorized Funds Recipient form of Exhibit H attached hereto (“Confirmation”) which Confirmation shall describe the Mortgage Loans subject to deliver such Transaction, and shall set forth: (i) the Purchase Date, (ii) the Asset Value for each Mortgage Loan, (iii) the Maximum Purchase Price Percentage for each Mortgage Loan, (iv) the Actual Purchase Price Percentage for each Mortgage Loan, (v) the Purchase Price for each Mortgage Loan, (vi) the Pricing Rate applicable to the Custodian Transaction and shall include the remaining documents in final Asset Schedule setting forth the Mortgage FileLoans subject to such Transaction and the applicable Actual Purchase Price Percentage with respect thereto.
Appears in 1 contract
Samples: Master Repurchase Agreement (Angel Oak Mortgage, Inc.)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to Sellers certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by either Seller or, if approved by Buyer, or purchased by either Seller from other originators. THIS AGREEMENT IS A COMMITMENT BY BUYER TO ENTER INTO TRANSACTIONS WITH THE SELLER FOR AN AMOUNT EQUAL TO THE MAXIMUM COMMITTED PURCHASE PRICE. THIS AGREEMENT IS NOT A COMMITMENT BY BUYER TO ENTER INTO TRANSACTIONS WITH THE SELLER FOR AMOUNTS EXCEEDING THE MAXIMUM COMMITTED PURCHASE PRICE BUT RATHER SETS FORTH THE PROCEDURES TO BE USED IN CONNECTION WITH PERIODIC REQUESTS FOR BUYER TO ENTER INTO TRANSACTIONS WITH THE SELLER. SELLER HEREBY ACKNOWLEDGES THAT, and (ii) Buyer may purchase from Seller all rightBEYOND THE MAXIMUM COMMITTED PURCHASE PRICE, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter intoBUYER IS UNDER NO OBLIGATION TO AGREE TO ENTER INTO, or to enter intoOR TO ENTER INTO, any Transaction pursuant to this AgreementANY TRANSACTION PURSUANT TO THIS AGREEMENT. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller Sellers shall provide give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if Seller is delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. With respect to Wet-Ink Mortgage Loans, Sellers shall deliver notice of any proposed sale purchase on or before 3:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, Sellers shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian, or the Buyer, with respect to each Wet-Ink Mortgage Loan, either a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan, as applicable, in accordance with Section 10(b)(3) hereof. With respect to requested Transactions which would cause the procedures set forth in related Purchase Price to exceed the Manual. Following receipt of such requestMaximum Committed Purchase Price, Buyer may enter into such requested Transaction or may notify Seller the Sellers of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Schedule provided by Seller Sellers contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller Sellers describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) Sellers shall correct the computer data, reformat or properly align the computer fields itself themselves and resubmit the Mortgage Loan Schedule as required herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Sellers on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Sellers with respect to the Transaction to which the Purchase Confirmation relates, and Sellers' acceptance of the related proceeds shall constitute Sellers' agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and Sellers' interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account ThresholdSellers. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of related Seller to each Purchased Mortgage Loan shall be retained by related Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, the related Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (MortgageIT Holdings, Inc.)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisSeller. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerSeller or Servicer, as applicable. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of request that Buyer enter into a Transaction by delivering (i) to Buyer, a Transaction Request (A) one (1) Business Day prior to the proposed sale Purchase Date for Mortgage Loans that are not Wet-Ink Mortgage Loans or (B) by 4:00 p.m. (New York City time) on the proposed Purchase Date for Wet-Ink Mortgage Loans and comply (ii) to Buyer and Custodian a Mortgage Loan Schedule, in accordance with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonCustodial Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In All requests to enter into a Transaction shall be provided by Seller to Buyer prior to the event that first to occur of (i) the Seller gives Discover Financial Transaction or (ii) the Termination Date.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer authority to correct shall, consistent with this Agreement, specify the computer dataterms for such proposed Transaction, reformat including the Mortgage Loan Schedule or properly align the computer fieldsPurchase Price, the Seller Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall pay an amount be set forth in the fee schedule attached Purchase Confirmation to be delivered to Seller on or prior to the Manual Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller’s acceptance of the related proceeds shall constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, Buyer may change such computer correction fee. The Seller with respect to each Exception Mortgage Loan, each Purchase Confirmation shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided hereinnot be separate from this Agreement but shall be made a part of this Agreement. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Delivery Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File, as more particularly set forth in the Custodial Agreement.
Appears in 1 contract
Program; Initiation of Transactions. a. From time to time, in the sole discretion of BuyerBuyers, Administrative Agent (ifor the benefit of Buyers) Buyer may facilitate the purchase by Buyers from Seller all right, title and interest in and to of certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, and/or purchased by Seller. This Agreement is a commitment by Committed Buyer and Administrative Agent on behalf of Committed Buyer to enter into Transactions with Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and up to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisan aggregate amount not to exceed the Maximum Committed Amount. This Agreement is not a commitment by Committed Buyer or Administrative Agent on behalf of Committed Buyer to enter into Transactions with Seller for amounts exceeding the Maximum Committed Amount, but rather sets forth the procedures to be used in LEGAL02/43092007v4 connection with periodic requests for Buyer Buyers or Administrative Agent on behalf of Xxxxxx to enter into Transactions with SellerXxxxxx. Seller hereby acknowledges that For the avoidance of doubt, Transactions attributed to the Maximum Committed Amount shall solely be attributed to the Committed Buyer is under and Xxxxx, in its capacity as a buyer, Funding 2, and Xxxxxx shall have no obligation to agree commitment hereunder to enter into, or to enter into, any Transaction pursuant to this Agreementinto Transactions. Any Transactions entered into in excess of the Maximum Committed Amount shall be entered into solely on an uncommitted basis. All Purchased Mortgage Loans shall exceed or meet the Underwriting requirements set forth in the Asset Guidelines, and shall be serviced by Servicer on the behalf of BuyerSeller or Servicer, as applicable. The sum of the Aggregate Purchase Price Price-Base, the Aggregate Purchase Price-Incremental 1 and the Aggregate Purchase Price-Incremental 2 shall not exceed the Maximum Aggregate Purchase Price.
b. . With respect to each TransactionDesignated Asset, the Purchase Price-Incremental 2 shall not be drawn upon until such time that the Purchase Price Base and Purchase Price-Incremental 1 have been fully drawn.
b. Seller shall provide notice of request that Administrative Agent enter into a Transaction by delivering (i) to Administrative Agent, a Transaction Request (A) one (1) Business Day prior to the proposed sale Purchase Date for Mortgage Loans that are not Wet-Ink Mortgage Loans or (B) by 3:30 p.m. (New York City time) on the proposed Purchase Date for Wet-Ink Mortgage Loans and comply (ii) to Administrative Agent and Custodian an Asset Schedule in accordance with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonCustodial Agreement. In the event the Mortgage Loan Asset Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer Administrative Agent shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Asset Schedule as required herein.
c. With respect to any eMortgage Loan, Seller shall deliver to Custodian each of Administrative Agent’s and Seller’s MERS Org IDs, and shall cause (i) the Authoritative Copy of the related eNote to be delivered to the eVault via a secure electronic file, (ii) the Controller status of the related eNote to be transferred to Administrative Agent, (iii) the Location status of the related eNote to be transferred to Custodian, and (iv) the Delegatee status of the related eNote to be transferred to Custodian, in each case using MERS eDelivery and the MERS eRegistry and (v) the Master Servicer Field or Subservicer Field, as applicable, status of the related eNote to be transferred to Seller (collectively, the “eNote Delivery Requirements”).
d. With respect to a Simultaneously Funded Early Buyout Loan for which Seller has submitted a Transaction Request, provided that the GNMA Haircut Amount has been remitted to the Administrative Agent, Administrative Agent shall remit the purchase price due to GNMA for such Simultaneously Funded Early Buyout Loan to the general payment clearing account of Servicer. Within one (1) Business Day of such remittance, Seller shall cause Servicer to (i) segregate and remit such purchase price to the custodial account held for the Seller and (ii) report to GNMA that such Simultaneously Funded Early Buyout Loan has been repurchased from GNMA. In the event that the Seller gives Buyer authority Servicer fails to correct the computer datarepurchase such Simultaneously Funded Early Buyout Loan, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount cause Servicer to remit the Purchase Price for such Simultaneously Funded Early Buyout Loan to the account set forth in Section 9 within one (1) Business Day following the fee schedule attached to related Purchase Date. Notwithstanding the Manual and any other direct expenses incurred by Buyer; providedforegoing, that upon thirty (30) days’ notice to when a Simultaneously Funded Early Buyout Loan is repurchased, LEGAL02/43092007v4 the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller Purchase Date hereunder shall be fully liable for any failure or delay in deemed the return or handling date of any documents delivered remittance of proceeds by Administrative Agent to the Seller in accordance with the terms of such releaseServicer.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer Administrative Agent on behalf of Buyers on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer Administrative Agent on behalf of Buyers as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage Asset File and Records, is vested in Buyerthe Buyers identified under the Administration Agreement; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreementrecordation, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller the Seller, in trust, for the benefit of BuyerBuyers, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans. For the avoidance of doubt, the parties acknowledge and agree that the Purchased Assets shall be held by the Administrative Agent for the benefit of Buyers, as more particularly set forth in the Administration Agreement.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Delivery Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the applicable Custodian the remaining documents in the Mortgage FileAsset File as more particularly set forth in the related Custodial Agreement.
Appears in 1 contract
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have either been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) a Correspondent Seller. This Agreement is a commitment by Buyer may purchase from to enter into Transactions with Seller all right, title and interest in and for an aggregate amount equal to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisthe Maximum Regular Way Committed Purchase Price. This Agreement is not a commitment by Buyer to enter into Transactions with Seller for amounts exceeding the Maximum Regular Way Committed Purchase Price, but rather rather, sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that that, beyond the Maximum Regular Way Committed Purchase Price, Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Regular Way Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller shall provide give Buyer and Custodian at least 2 Business Day’s prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”); provided, that if Seller is delivering 200 or more Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the number of Business Days prior to the related Purchase Date by which the notice shall be delivered shall be increased by one (1) additional Business Day for each 200 Mortgage Loans in excess of 200 Mortgage Loans. With respect to Wet-Ink Mortgage Loans, Seller shall deliver notice of any proposed sale purchase on or before 3:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian, or Buyer, with respect to each Wet-Ink Mortgage Loan, either a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan, as applicable, in accordance with Section 10(b)(3) hereof. With respect to requested Transactions that would cause the procedures set forth in aggregate outstanding Purchase Price for all outstanding Transactions to exceed the Manual. Following receipt of such requestMaximum Regular Way Committed Purchase Price, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonTransaction. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller’s acceptance of the related proceeds shall constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
g. Buyer hereby appoints and authorizes Agent to act as agent solely with respect to performance of the following duties, in each case, on behalf of Buyer to the extent contemplated by Section 14.ii: (i) receiving from HUD and VA all amounts with respect to all Purchased Mortgage Loans that are GNMA Loans, (ii) maintaining the GNMA Account, (iii) taking such actions as Agent deems appropriate to administer the GNMA Account, and (iv) acting as mortgagee of record with respect to the GNMA Loans pursuant to Section 14.ii hereof. The Agent shall have no duties or responsibilities except those expressly set forth in this Section 3.g.
Appears in 1 contract
Samples: Master Repurchase Agreement (Pennymac Financial Services, Inc.)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) time Buyer may will purchase from each Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by such Seller or, if approved by Buyer, or purchased by such Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price. With respect to Transactions involving Mortgage Loans that are not Wet-Ink Mortgage Loans, Buyer shall only be required to enter into Transactions in which the Purchase Price with respect thereto is at least $1,000,000. With respect to each Transaction involving Mortgage Loans that are not Wet-Ink Mortgage Loans, Buyer shall not be required to enter into Transactions more than 3 times per calendar week.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, the related Seller shall provide give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if the Sellers are delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 12:00 noon on the Purchase Date. With respect to Wet-Ink Mortgage Loans, the related Seller shall deliver notice of any proposed sale purchase on or before 4:30 p.m. Eastern Time on the Purchase Date. On the Notice Date, the related Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File or Wet-Ink File for each Wet-Ink Mortgage Loan in accordance with Section 10(b)(3) and otherwise comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonExhibit L hereto. In the event the Mortgage Loan Schedule provided by a Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to such Seller describing such error and such Seller may either (ai) give Buyer written or electronic authority to correct the computer data, reformat the such Mortgage Loans Loan Schedule or properly align the computer fields or (bii) correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the such Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the such Seller shall pay an amount set forth in the fee schedule attached to the Manual $10 per change and any other direct expenses incurred by Buyer; provided, that upon thirty (30) 30 days’ ' notice to the SellerSellers, Buyer may change such computer correction fee. The Seller Sellers shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of such changes to a release pursuant Mortgage Loan Schedule have been made prior to the terms date of the Custodial this Repurchase Agreement, the terms hereof shall also govern such changes.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer may authorize shall, consistent with this Agreement, specify the Custodian to deliver any Collateral Documents to specific terms for such proposed Transaction, including the Seller for correctionPurchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The Seller terms thereof shall be fully liable for any failure or delay set forth in the return or handling of any documents Purchase Confirmation to be delivered to the related Seller in accordance with the terms of such release.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass on or prior to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Exception Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and the applicable Seller with respect to the Transaction to which the Purchase DateConfirmation relates, Seller shall deliver or cause and such Seller's acceptance of the related Authorized Funds Recipient to deliver proceeds shall constitute such Seller's agreement to the Custodian the remaining documents in the Mortgage File.terms of such
Appears in 1 contract
Samples: Master Repurchase Agreement (Fieldstone Investment Corp)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Acquisition Guidelines, and shall be serviced by Servicer on the behalf of BuyerSeller or Servicer, as applicable. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of request that Buyer enter into a Transaction by delivering (i) to Buyer, a Transaction Request (A) one (1) Business Day prior to the proposed sale Purchase Date for Mortgage Loans that are not Wet-Ink Mortgage Loans or (B) by 3:30 p.m. (New York City time) on the proposed Purchase Date for Wet-Ink Mortgage Loans and comply (ii) to Buyer and Custodian a Mortgage Loan Schedule, in accordance with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonCustodial Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value, the Asset Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller’s acceptance of the related proceeds shall constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased relevant Mortgage Loans and related Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Delivery Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File, as more particularly set forth in the Custodial Agreement.
Appears in 1 contract
Samples: Master Repurchase Agreement (Five Oaks Investment Corp.)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price. Buyer shall only enter into Transactions in which the Purchase Price with respect thereto is at least ONE MILLION DOLLARS ($1,000,000.00).
b. With respect to each TransactionSeller shall give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if Seller is delivering 25 or fewer Mortgage Loans on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. On the Notice Date, Seller shall provide notice of (i) request that Buyer enter into a proposed sale Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and comply with the procedures set forth in the ManualCustodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer may, consistent with this Agreement, specify the terms for any reasonsuch proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller's acceptance of the related proceeds shall constitute Seller's agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and 's interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (Staten Island Bancorp Inc)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerSeller or Servicer, as applicable. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of request that Buyer enter into a Transaction by delivering (i) to Buyer, a Transaction Request (A) one (1) Business Day prior to the proposed sale Purchase Date for Mortgage Loans that are not Wet-Ink Mortgage Loans or (B) by 3:30 p.m. (New York City time) on the proposed Purchase Date for Wet-Ink Mortgage Loans and comply (ii) to Buyer and Custodian a Mortgage Loan Schedule, in accordance with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonCustodial Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Asset Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller’s acceptance of the related proceeds shall constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Delivery Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File, as more particularly set forth in the Custodial Agreement.
Appears in 1 contract
Samples: Master Repurchase Agreement (Impac Mortgage Holdings Inc)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated or acquired by Seller. This Agreement is a commitment by Buyer to enter into Transactions with Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and for an aggregate amount equal to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisthe Maximum Available Purchase Price. This Agreement is not a commitment by Buyer to enter into Transactions with Seller for amounts exceeding the Maximum Available Purchase Price, but rather rather, sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that that, beyond the Maximum Available Purchase Price, Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerSeller or Servicer, as applicable. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Available Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of request that Buyer enter into a Transaction by delivering (i) to Buyer, a Transaction Request on or before 3:00 p.m. (New York City time) on the Purchase Date for Transactions involving Wet-Ink Mortgage Loans and one (1) Business Day prior to the proposed sale Purchase Date for Transactions involving all Mortgage Loans other than Wet-Ink Mortgage Loans, and comply (ii) to Buyer and Custodian a Request for Certification and related Mortgage Loan Schedule, in accordance with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonCustodial Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller’s acceptance of the related proceeds shall constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon seven (New York City time7) on the Wet-Ink Mortgage Loan Document Receipt Date Business Days following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File, as more particularly set forth in the Custodial Agreement.
Appears in 1 contract
Samples: Master Repurchase Agreement (PennyMac Mortgage Investment Trust)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) Eligible Assets that have been either originated by Seller or, if approved by Buyer, purchased by Seller. All Purchased Assets shall be serviced by Servicer in accordance with the Servicing Standard subject to the Buyer's rights herein. The aggregate Purchase Price of Purchased Assets subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction Seller from other originatorsshall give Buyer and Custodian at least 10 Business Days' prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"). On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request accompanied by a Complete Submission and (ii) deliver to Buyer may and Custodian a proposed Purchased Asset Schedule. In the event the Purchased Asset Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller shall correct the computer data, reformat the Eligible Assets or properly align the computer fields. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable.
c. With respect to each Transaction which Seller requests to enter into simultaneously with the purchase from by the Seller or the Mezzanine Loan Subsidiaries of the related Purchased Assets, Mezzanine Loans or Mezzanine Loan Junior Interests, Seller and the Buyer shall cooperate in entering into a document and funding escrow arrangement acceptable to the Buyer in its sole discretion.
d. Following receipt of a Transaction Request and a Complete Submission, Buyer shall, as hereinafter provided, inform Seller of its election to purchase any Eligible Assets proposed to be sold to Buyer by Seller hereunder. Buyer shall have the right to review all rightEligible Assets proposed to be sold to Buyer and conduct its own due diligence investigation of such Eligible Assets as Buyer determines. Buyer shall conduct its diligence review within the following time frame beginning on the Business Day following receipt of the Complete Submission: in the case of a proposed Transaction of (i) up to five (5) Eligible Assets, title ten (10) Business Days; (ii) more than five (5) but no more than twenty-five (25) Eligible Assets, twenty (20) Business Days, and (iii) more than twenty-five (25) Eligible Assets, a time frame to be mutually agreed upon by Buyer and Seller. If, with respect to any Eligible Asset, Buyer does not respond to Seller within the time frames specified in the preceding sentence, Buyer shall be deemed to have elected not to purchase such Eligible Asset. Upon completion of its review, Buyer shall in its sole discretion determine whether to purchase such Eligible Assets or provide a Purchase Price Increase with respect to the related Mezzanine Loans or Mezzanine Loan Junior Interests purchased by the Mezzanine Loan Subsidiary and consistent with this Agreement, specify the terms for such proposed Transaction, including the Purchase Price or Purchase Price Increase, Purchase Price Percentage, the Asset Value, the Pricing Rate, and the Repurchase Date for such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
e. Upon the satisfaction of the applicable conditions precedent set forth in Section 10 hereof, all of Seller's interest in the Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price or Purchase Price Increase to Seller. Upon transfer of the Purchased Assets to Buyer as set forth in this Section and until termination of any related Transactions as set forth in Sections 4 or 16 of this Agreement, ownership of each Purchased Asset, including each document in the related Asset File and Records, is vested in Buyer; provided that, prior to certain Agency the recordation by the Custodian as provided for in the Custodial Agreement record title in the name of Seller to each Purchased Asset (other than with respect to Securities. The Mortgage Loans ) shall be sold retained by Seller on behalf of, and for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Assets.
f. Upon transfer of the Mezzanine Loan Subsidiary Interests to Buyer as set forth herein and until termination of any related Transactions as set forth herein, ownership of the Mezzanine Loan Subsidiary Interests is vested in the Buyer, and record title to each Mezzanine Loan and each Mezzanine Loan Junior Interest shall be retained by Mezzanine Loan Subsidiary Interests or a servicing-released basis. Servicer for liquidation purposes, for the benefit of Buyer.
g. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of Buyer. The Aggregate Purchase Price shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reason. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such release.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (Winthrop Realty Trust)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) time Buyer may will purchase from each Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by such Seller or, if approved by Buyer, or purchased by such Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price. With respect to Transactions involving Mortgage Loans that are not Wet-Ink Mortgage Loans, Buyer shall only be required to enter into Transactions in which the Purchase Price with respect thereto is at least $1,000,000. With respect to each Transaction involving Mortgage Loans that are not Wet-Ink Mortgage Loans, Buyer shall not be required to enter into Transactions more than 3 times per calendar week.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, the related Seller shall provide give Buyer and Custodian at least 1 Business Day’s prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”); provided, that if the Sellers are delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 12:00 noon on the Purchase Date. With respect to Wet-Ink Mortgage Loans, the related Seller shall deliver notice of any proposed sale purchase on or before 4:30 p.m. Eastern Time on the Purchase Date. On the Notice Date, the related Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File or Wet-Ink File for each Wet-Ink Mortgage Loan in accordance with Section 10(b)(3) and otherwise comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonExhibit L hereto. In the event the Mortgage Loan Schedule provided by a Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to such Seller describing such error and such Seller may either (ai) give Buyer written or electronic authority to correct the computer data, reformat the such Mortgage Loans Loan Schedule or properly align the computer fields or (bii) correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the such Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the such Seller shall pay an amount set forth in the fee schedule attached to the Manual $10 per change and any other direct expenses incurred by Buyer; provided, that upon thirty (30) 30 days’ notice to the SellerSellers, Buyer may change such computer correction fee. The Seller Sellers shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that such changes to a Mortgage Loan Schedule have been made prior to the date of this Repurchase Agreement, the terms hereof shall also govern such changes.
c. Once per month during any calendar month, with respect to all requested Transactions and all related Purchased Mortgage Loans, Seller requires shall designate all such Purchased Mortgage Loans as either Low Purchase Price Mortgage Loans, Medium Purchase Price Mortgage Loans or High Purchase Price Mortgage Loans. In the return of any Collateral Documentsevent that Seller fails to make such designation, the Purchase Price election set forth above will not be available and all Purchased Mortgage Loans in such calendar month shall be treated as High Purchase Price Mortgage Loans.
d. With respect to each Exception Mortgage Loan, upon its execution receipt of a release pursuant the Transaction Request, Buyer shall, consistent with this Agreement, specify the specific terms for such proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to the related Seller on or prior to the Purchase Date.
e. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and the applicable Seller with respect to the Transaction to which the Purchase Confirmation relates, and such Seller’s acceptance of the related proceeds shall constitute such Seller’s agreement to the terms of such Purchase Confirmation. It is the Custodial Agreementintention of the parties that, the Buyer may authorize the Custodian with respect to deliver any Collateral Documents to the Seller for correction. The Seller each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be fully liable for any failure or delay in made a part of this Agreement. In the return or handling event of any documents delivered conflict between this Agreement and, with respect to the Seller in accordance with each Exception Mortgage Loan, a Purchase Confirmation, the terms of such releasethe Purchase Confirmation shall control with respect to the related Transaction.
c. f. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of the related Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the related Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation of the assignments of mortgage by the Custodian as provided for in the Custodial Agreement, record title in the name of the related Seller to each Purchased Mortgage Loan shall be retained by the related Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. g. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (p.m. New York City time) time on the Wet-Ink Mortgage Loan Document Receipt Date eighth Business Day following the applicable Purchase Date, the related Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
h. Once per month during any calendar month and with respect to all High Purchase Price Mortgage Loans or Medium Purchase Price Mortgage Loans, Seller may, by prior written notice to Buyer, elect to transfer cash to the account of Buyer specified in Section 9; provided that such cash is sufficient to cause the Purchase Price of such High Purchase Price Mortgage Loans or Medium Purchase Price Mortgage Loans, recalculated to include such cash, low enough to classify such High Purchase Price Mortgage Loans as Medium Purchase Price Mortgage Loans or Low Purchase Price Mortgage Loans or such Medium Purchase Price Mortgage Loans as Low Purchase Price Mortgage Loans. Any amounts so transferred shall be allocated to all High Purchase Price Mortgage Loans to effect such recalculation.
Appears in 1 contract
Samples: Master Repurchase Agreement (Fieldstone Investment Corp)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) time Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller shall provide give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if Seller is delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. With respect to Wet-Ink Mortgage Loans, Seller shall deliver notice of any proposed sale purchase on or before 3:30 p.m. (New York City time) on the Purchase Date. On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan in accordance with Section 10(b)(3) and otherwise comply with the procedures set forth in the Manual. Following Exhibit K hereto.
c. With respect to each Exception Mortgage Loan, upon receipt of such requestthe Transaction Request, Buyer may enter into shall, consistent with this Agreement, specify the terms for such requested proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction or may notify Seller to which the Purchase Confirmation relates, and Seller's acceptance of its the related proceeds shall constitute Seller's agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not to enter into such Transaction for any reasonbe separate from this Agreement but shall be made a part of this Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and 's interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (Standard Pacific Corp /De/)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerServicer. The Aggregate aggregate Cash Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Cash Purchase Price. With respect to Transactions involving Mortgage Loans that are not Wet-Ink Mortgage Loans, Buyer shall only be required to enter into Transactions in which the Cash Purchase Price with respect thereto is at least $500,000.
b. With respect to each TransactionTransaction involving Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller shall provide give Buyer and Custodian at least 1 Business Day's prior notice of any proposed Purchase Date (the date on which such notice is given, the "Notice Date"); provided, that if Seller is delivering 25 or fewer Mortgage Loans, which are not Wet-Ink Mortgage Loans, on a Purchase Date, the notice shall be delivered on or before 10:30 a.m. (New York City time) on the Purchase Date. With respect to Wet-Ink Mortgage Loans, Seller shall deliver notice of any proposed sale purchase on or before 3:00 p.m. (New York City time) on the Purchase Date. On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and Custodian a Mortgage Loan Schedule and (iii) deliver to Custodian a Request for Certification and each Mortgage File or Wet-Ink Documents for each Wet-Ink Mortgage Loan in accordance with Section 10(b)(3) and otherwise comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonExhibit L hereto. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the such Mortgage Loans Loan or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses fees incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller in accordance with Exhibit P hereto and shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein.
c. With respect to each Exception Mortgage Loan, upon receipt of the Transaction Request, Buyer shall, consistent with this Agreement, specify the terms for such proposed Transaction, including the Cash Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
d. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction to which the Purchase Confirmation relates, and Seller's acceptance of the related proceeds shall constitute Seller's agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not be separate from this Agreement but shall be made a part of this Agreement. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and 's interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Cash Purchase Price to Seller or through Seller. Notwithstanding the transfer foregoing, for each Mortgage Loan not subject to a Takeout Commitment, Buyer shall be entitled to subtract from the actual proceeds remitted to Seller, and is hereby instructed and authorized to deposit into the Due Diligence Holdback Account the excess, if any, of (i) the Cash Purchase Price for such Mortgage Loan over (ii) the Purchase Price to an Authorized Funds RecipientPercentage for such Mortgage Loan multiplied by the outstanding principal balance of such Mortgage Loan (such excess, the "Due Diligence Holdback Amount"). The deposit of the Due Diligence Holdback Amount in the Due Diligence Holdback Account shall in no way reduce the Cash Purchase Price deemed to be paid by Buyer to Seller hereunder. Upon delivery to Buyer by Seller of a Takeout Commitment covering any Purchased Assets shall Mortgage Loan for which a Due Diligence Holdback Amount is being held, and upon request by Seller that such Due Diligence Holdback Amount be sold released to the Seller, and upon confirmation by the Seller to the Buyer on that no Margin Deficit would result from a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess release of the Purchase Price in connection with Due Diligence Holdback Amount to Seller, Buyer shall release the purchase of any Purchased Assets, such excess amount shall be remitted from the applicable Due Diligence Holdback Amount to Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets each Mortgage Loan to Buyer as set forth in this Section 3 and until termination of any Transactions related Transactions to such Mortgage Loan, as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased Assetsuch Mortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, Agreement record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon noon, (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date seventh Business Day following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Samples: Master Repurchase Agreement (Oak Street Financial Services Inc)
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of Buyer. The Aggregate Purchase Price shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reason. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such release.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by of any Assignment of Mortgage to Buyer or the Custodian as provided for in the Custodial Agreementapplicable Takeout Investor, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Program; Initiation of Transactions. a. From time to time, in the sole discretion of BuyerBuyers, Administrative Agent (ifor the benefit of Buyers) Buyer may facilitate the purchase by Buyers from Seller all right, title and interest in and to of certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, and/or purchased by Seller. This Agreement is a commitment by Committed Buyer and Administrative Agent on behalf of Committed Buyer to enter into Transactions with Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and up to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basisan aggregate amount not to exceed the Maximum Committed Amount. This Agreement is not a commitment by Committed Buyer or Administrative Agent on behalf of Committed Buyer to enter into Transactions with Seller for amounts exceeding the Maximum Committed Amount, but rather sets forth the procedures to be used in connection with periodic requests for Buyer Buyers or Administrative Agent on behalf of Buyers to enter into Transactions with Seller. Seller hereby acknowledges that For the avoidance of doubt, Transactions attributed to the Maximum Committed Amount shall solely be attributed to the Committed Buyer is under and Alpine shall have no obligation to agree commitment hereunder to enter into, or to enter into, any Transaction pursuant to this AgreementLEGAL02/41326134v4 into Transactions. Any Transactions entered into in excess of the Maximum Committed Amount shall be entered into solely on an uncommitted basis. All Purchased Mortgage Loans shall exceed or meet the Underwriting requirements set forth in the Asset Guidelines, and shall be serviced by Servicer on the behalf of BuyerSeller or Servicer, as applicable. The sum of the Aggregate Purchase Price Price-Base, the Aggregate Purchase Price-Incremental 1 and the Aggregate Purchase Price-Incremental 2 shall not exceed the Maximum Aggregate Purchase Price.
b. . With respect to each TransactionDesignated Asset, the Purchase Price-Incremental 2 shall not be drawn upon until such time that the Purchase Price Base and Purchase Price-Incremental 1 have been fully drawn.
b. Seller shall provide notice of request that Administrative Agent enter into a Transaction by delivering (i) to Administrative Agent, a Transaction Request (A) one (1) Business Day prior to the proposed sale Purchase Date for Mortgage Loans that are not Wet-Ink Mortgage Loans or (B) by 3:30 p.m. (New York City time) on the proposed Purchase Date for Wet-Ink Mortgage Loans and comply (ii) to Administrative Agent and Custodian an Asset Schedule in accordance with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reasonCustodial Agreement. In the event the Mortgage Loan Asset Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer Administrative Agent shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) shall correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Asset Schedule as required herein.
c. With respect to any eMortgage Loan, Seller shall deliver to Custodian each of Administrative Agent’s and Seller’s MERS Org IDs, and shall cause (i) the Authoritative Copy of the related eNote to be delivered to the eVault via a secure electronic file, (ii) the Controller status of the related eNote to be transferred to Administrative Agent, (iii) the Location status of the related eNote to be transferred to Custodian, and (iv) the Delegatee status of the related eNote to be transferred to Custodian, in each case using MERS eDelivery and the MERS eRegistry and (v) the Master Servicer Field or Subservicer Field, as applicable, status of the related eNote to be transferred to Seller (collectively, the “eNote Delivery Requirements”).
d. With respect to a Simultaneously Funded Early Buyout Loan for which Seller has submitted a Transaction Request, provided that the GNMA Haircut Amount has been remitted to the Administrative Agent, Administrative Agent shall remit the purchase price due to GNMA for such Simultaneously Funded Early Buyout Loan to the general payment clearing account of Servicer. Within one (1) Business Day of such remittance, Seller shall cause Servicer to (i) segregate and remit such purchase price to the custodial account held for the Seller and (ii) report to GNMA that such Simultaneously Funded Early Buyout Loan has been repurchased from GNMA. In the event that the Seller gives Buyer authority Servicer fails to correct the computer datarepurchase such Simultaneously Funded Early Buyout Loan, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount cause Servicer to remit the Purchase Price for such Simultaneously Funded Early Buyout Loan to the account set forth in Section 9 within one (1) Business Day LEGAL02/41326134v4 following the fee schedule attached to related Purchase Date. Notwithstanding the Manual and any other direct expenses incurred by Buyer; providedforegoing, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of when a release pursuant to the terms of the Custodial AgreementSimultaneously Funded Early Buyout Loan is repurchased, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller Purchase Date hereunder shall be fully liable for any failure or delay in deemed the return or handling date of any documents delivered remittance of proceeds by Administrative Agent to the Seller in accordance with the terms of such releaseServicer.
c. e. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer Administrative Agent on behalf of Buyers on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer Administrative Agent on behalf of Buyers as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 16 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage Asset File and Records, is vested in Buyerthe Buyers identified under the Administration Agreement; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreementrecordation, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller the Seller, in trust, for the benefit of BuyerBuyers, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans. For the avoidance of doubt, the parties acknowledge and agree that the Purchased Assets shall be held by the Administrative Agent for the benefit of Buyers, as more particularly set forth in the Administration Agreement.
d. f. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Delivery Date, Seller shall deliver or cause the related Authorized Funds Recipient Settlement Agent to deliver to the applicable Custodian the remaining documents in the Mortgage FileAsset File as more particularly set forth in the related Custodial Agreement.
Appears in 1 contract
Program; Initiation of Transactions. a. From time to timetime during the Funding Period, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, including the related Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities). The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that (i) Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement and (ii) with respect to any Purchased Mortgage Loan for which less than the full principal amount has been funded by Seller as of the Purchase Date therefor, Buyer’s agreement to enter into a Transaction with respect to such Purchased Mortgage Loan on such Purchase Date shall in no way obligate Buyer to make any additional advance with respect thereto unless Buyer agrees, in its sole and absolute discretion, to make such additional advance in accordance with this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of Buyer. The No Transaction shall be entered into if (i) any Margin Deficit, Default or Event of Default exists or would exist as a result of such Transaction; (ii) the Repurchase Date for the Purchased Assets subject to such Transaction would be later than the Termination Date; or (iii) after giving effect to such Transaction, the Aggregate Purchase Price shall not then outstanding would exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of a proposed sale and comply with the applicable procedures set forth in the Manualthis Agreement. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reason. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correctioncorrection pursuant to the terms of the Custodial Agreement. The Seller shall be fully liable for actual damages due to any failure or delay by Seller in the return or handling of any documents delivered to the Seller in accordance with the terms of such release.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against upon the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds RecipientSeller. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections Section 4 or 15 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and Records, is vested in Buyer; provided provided, that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With In connection with the release of any Refurbishment Loan Amount, Buyer may, in its sole discretion, agree to increase the Purchase Price with respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink related Purchased Mortgage Loan Document Receipt Date following upon receipt of the related evidence required under Section 9(c) and satisfaction of the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents conditions precedent in the Mortgage FileSection 9(b).
Appears in 1 contract
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may will purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, or purchased by Seller from other originators, subject to the terms and (ii) Buyer may purchase from Seller all right, title and interest in and to certain Agency Securities. The Mortgage Loans shall be sold on a servicing-released basis. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to condition of this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, with exceptions only in accordance with the procedures for exceptions as set forth in the Underwriting Guidelines and shall be serviced by Servicer on the behalf of Buyer. Servicer.
b. The Aggregate aggregate Purchase Price of Purchased Mortgage Loans subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. c. With respect to each Transactionpurchase of Mortgage Loans which are not Wet-Ink Mortgage Loans, Seller shall provide give Buyer and Custodian at least 1 Business Day’s prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”), provided, that if Seller is delivering 25 or fewer Mortgage Loans on a Purchase Date, the notice shall be delivered on or before 12:00 p.m. Eastern Time on the Purchase Date. With respect to Wet-Ink Mortgage Loans, Seller shall deliver notice of any proposed sale purchase on or before 3:00 p.m. Eastern Time on the Purchase Date. On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer a Transaction Request, (ii) deliver to Buyer and Custodian a Mortgage Loan Schedule and Computer Tape and (iii) deliver to Custodian a Request for Certification and each Mortgage File subject to such Transaction; provided that with respect to each Wet-Ink Mortgage Loan, Seller shall deliver the Wet-Ink Mortgage File to Buyer and otherwise comply with the procedures set forth in the Manual. Following Exhibit L hereto.
d. With respect to each Exception Mortgage Loan, upon receipt of such requestthe Transaction Request, Buyer may enter into shall, consistent with this Agreement, specify the specific terms for such requested proposed Transaction, including the Purchase Price, the Pricing Rate, the Market Value and the Repurchase Date in respect of such Transaction. The terms thereof shall be set forth in the Purchase Confirmation to be delivered to Seller on or prior to the Purchase Date.
e. With respect to each Exception Mortgage Loan, the Purchase Confirmation, together with this Agreement, shall constitute conclusive evidence of the terms agreed between Buyer and Seller with respect to the Transaction or may notify Seller to which the Purchase Confirmation relates, and Seller’s acceptance of its the related proceeds shall constitute Seller’s agreement to the terms of such Purchase Confirmation. It is the intention of the parties that, with respect to each Exception Mortgage Loan, each Purchase Confirmation shall not to enter into such Transaction for any reasonbe separate from this Agreement but shall be made a part of this Agreement. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documentsconflict between this Agreement and, upon its execution of with respect to each Exception Mortgage Loan, a release pursuant to Purchase Confirmation, the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents Purchase Confirmation shall control with respect to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such releaserelated Transaction.
c. f. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 10 hereof, all of Seller’s right, title and interest in the Purchased Repurchase Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets Mortgage Loans to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased AssetMortgage Loan, including each document in the related Mortgage File and RecordsFile, is vested in Buyer; , provided that, prior to the recordation of the assignments of mortgage by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With g. By no later than 12:00 p.m., New York City time, with respect to each Wet-Ink Mortgage Loan that is a Purchased Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date eighth Business Day following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Program; Initiation of Transactions. a. From time to time, in the sole discretion of Buyer, (i) Buyer may purchase from Seller all right, title and interest in and to certain Mortgage Loans (including, without limitation, the Servicing Rights) Eligible Assets that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originatorsand offered under the Program Agreements for such purpose to Buyer. All Purchased Assets shall be serviced by Servicer subject to the Buyer’s rights herein or in the Servicing Agreement. The aggregate Purchase Price of Purchased Assets subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction Seller shall give Buyer, Custodian and Backup Servicer, if any, at least five (5) Business Days’ prior notice of any proposed Purchase Date (the date on which such notice is given, the “Notice Date”). On the Notice Date, Seller shall (i) request that Buyer enter into a Transaction by furnishing to Buyer and Backup Servicer, if any, a Transaction Request and Confirmation (with respect to each Eligible Asset) accompanied by a Complete Submission and (ii) deliver to Buyer, Custodian and Backup Servicer, if any, a proposed Purchased Asset Schedule. In the event the Purchased Asset Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer may shall provide written or electronic notice to Seller describing such error and Seller shall correct the computer data, reformat the Eligible Assets or properly align the computer fields.
c. Following receipt of a Transaction Request and Confirmation and a Complete Submission, Buyer shall, as hereinafter provided, inform Seller of its election to purchase from any Eligible Assets proposed to be sold to Buyer by Seller hereunder. Buyer shall have the right to review all rightEligible Assets proposed to be sold to Buyer and conduct its own due diligence investigation of such Eligible Assets as Buyer determines. Buyer shall conduct its diligence review within the following time frame beginning on the Business Day following receipt of the Complete Submission: in the case of a proposed Transaction of (i) up to five (5) Eligible Assets, title ten (10) Business Days; (ii) more than five (5) but no more than twenty-five (25) Eligible Assets, twenty (20) Business Days, and (iii) more than twenty-five (25) Eligible Assets, a time frame to be mutually agreed upon by Buyer and Seller. If, with respect to any Eligible Asset, Buyer does not respond to Seller within the time frames specified in the preceding sentence, Buyer shall be deemed to have elected not to purchase such Eligible Asset. Upon completion of its review, Buyer shall in its sole discretion determine whether to purchase any or all of such Eligible Assets and consistent with this Agreement, confirm the terms for each such proposed Transaction, including the Purchase Price, Purchase Price Percentage, the Asset Value, the Pricing Rate, and the Repurchase Date for such Transaction. The terms thereof shall be set forth in the Transaction Request and Confirmation signed by the Seller, and countersigned by Buyer, to be returned to Seller on or prior to the Purchase Date. To the extent any term in the Transaction Request and Confirmation is incomplete, inconsistent with, or otherwise adds terms to the agreement, or to the extent Buyer chooses not to enter into a Transaction pursuant to Section 3f below, the Buyer shall have no obligation to execute and/or deliver the Transaction Request and Confirmation to the Seller.
d. Upon the satisfaction of the applicable conditions precedent set forth in Section 10 hereof, all of Seller’s interest in the Purchased Assets and related Repurchase Assets shall pass to certain Agency SecuritiesBuyer on the Purchase Date, against the transfer of the Purchase Price to Seller to the account of Seller specified in Annex 2 to Exhibit A hereto (or, if not specified therein, in the related Transaction Request and Confirmation or as directed by Seller). The Mortgage Loans Upon transfer of the Purchased Assets to Buyer as set forth in this Section and until termination of any related Transactions as set forth in Sections 4 or 16 of this Agreement, ownership of each Purchased Asset, including each document in the related Asset File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement record title in the name of Seller to each Purchased Asset shall be sold on a servicing-released basis. retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Assets.
e. [reserved]
f. This Agreement is not a commitment by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of Buyer. The Aggregate Purchase Price shall not exceed the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of a proposed sale and comply with the procedures set forth in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reason. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such release.
c. Upon the satisfaction of the applicable conditions precedent set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with less than the Seller’s Clearing Account Threshold. Upon transfer of the Purchased Assets to Buyer as set forth in this Section 3 and until termination of any related Transactions as set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document in the related Mortgage File and Records, is vested in Buyer; provided that, prior to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loans.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File.
Appears in 1 contract
Program; Initiation of Transactions. a. From time Section 3(e) of the Existing Repurchase Agreement is hereby temporarily amended by adding the following language after the first sentence thereof, which amendment shall be effective solely during the Increased Maximum Aggregate Purchase Price Period: "Notwithstanding the foregoing, for each Mortgage Loan subject to timea Transaction, Buyer shall be entitled to subtract from the actual proceeds remitted to Sellers, and is hereby instructed and authorized to deposit into the account set forth in Section 9 hereof an amount equal to the sole discretion excess if any, of Buyer, (i) Buyer may purchase from Seller all rightthe Liquidity Reserve Minimum, title and interest in and taking into account the Transaction to certain Mortgage Loans (includingbe entered into, without limitation, the Servicing Rights) that have been either originated by Seller or, if approved by Buyer, purchased by Seller from other originators, and over (ii) Buyer the Liquidity Reserve Amount (the "Incremental Liquidity Reserve Amount"); provided that, by written notice by the Sellers to the Buyer, the Sellers may purchase from Seller all right, title and interest in and elect to certain Agency Securities. The Mortgage Loans shall apply any Incremental Liquidity Reserve Amount deposited pursuant to this Section against the Purchase Price deemed to be sold on a servicing-released basis. This Agreement is not a commitment paid by Buyer to enter into Transactions with Seller but rather sets forth the procedures to be used in connection with periodic requests for Buyer to enter into Transactions with Seller. Seller hereby acknowledges that Buyer is under no obligation to agree to enter into, or to enter into, any Transaction pursuant to this Agreement. All Purchased Mortgage Loans shall exceed or meet the Underwriting Guidelines, and shall be serviced by Servicer on the behalf of BuyerSellers hereunder. The Aggregate Purchase Price Sellers shall not exceed at all times maintain an amount equal to or greater than the Maximum Aggregate Purchase Price.
b. With respect to each Transaction, Seller shall provide notice of a proposed sale and comply with the procedures set forth Liquidity Reserve Minimum in the Manual. Following receipt of such request, Buyer may enter into such requested Transaction or may notify Seller of its intention not to enter into such Transaction for any reason. In the event the Mortgage Loan Schedule provided by Seller contains erroneous computer data, is not formatted properly or the computer fields are otherwise improperly aligned, Buyer shall provide written or electronic notice to Seller describing such error and Seller may either (a) give Buyer written or electronic authority to correct the computer data, reformat the Mortgage Loans or properly align the computer fields or (b) correct the computer data, reformat or properly align the computer fields itself and resubmit the Mortgage Loan Schedule as required herein. In the event that the Seller gives Buyer authority to correct the computer data, reformat the Mortgage Loan Schedule or properly align the computer fields, the Seller shall pay an amount set forth in the fee schedule attached to the Manual and any other direct expenses incurred by Buyer; provided, that upon thirty (30) days’ notice to the Seller, Buyer may change such computer correction fee. The Seller shall hold Buyer harmless for such correction, reformatting or realigning, as applicable, except as otherwise expressly provided herein. In the event that Seller requires the return of any Collateral Documents, upon its execution of a release pursuant to the terms of the Custodial Agreement, the Buyer may authorize the Custodian to deliver any Collateral Documents to the Seller for correction. The Seller shall be fully liable for any failure or delay in the return or handling of any documents delivered to the Seller in accordance with the terms of such release.
c. Upon the satisfaction of the applicable conditions precedent account set forth in Section 9 hereof, all of Seller’s right, title and interest in the Purchased Assets shall pass to Buyer on the Purchase Date, against the transfer of the Purchase Price to Seller or through the transfer of the Purchase Price to an Authorized Funds Recipient. The Purchased Assets shall be sold by the Seller to the Buyer on a servicing-released basis. In the event that Seller requests that that, at any time, the Buyer remit by wire transfer an amount in excess of the Purchase Price in connection with the purchase of any Purchased Assets, such excess amount shall be remitted from the Seller’s Clearing Account to the Buyer, provided that such remittance does not leave the Seller’s Clearing Account with Liquidity Reserve Amount is less than the Seller’s Clearing Account Threshold. Upon transfer of Liquidity Reserve Minimum, Sellers shall remit funds to the Purchased Assets to Buyer as account set forth in Section 9 hereof within one Business Day such that the Liquidity Reserve Amount is greater or equal to the Liquidity Reserve Minimum. Without limiting the Buyer's rights under this Section 3 and until termination of Agreement, in the event that Sellers fail to pay any related Transactions as amount due to the Buyer hereunder, the Buyer may, in its sole discretion, withdraw funds on deposit in the account set forth in Sections 4 or 15 of this Agreement, ownership of each Purchased Asset, including each document Section 9 hereof in the related Mortgage File and Records, is vested in Buyer; provided that, prior order to the recordation by the Custodian as provided for in the Custodial Agreement, record title in the name of Seller to each Purchased Mortgage Loan shall be retained by Seller in trust, for the benefit of Buyer, for the sole purpose of facilitating the servicing and the supervision of the servicing of the Purchased Mortgage Loanspay itself such amounts then due.
d. With respect to each Wet-Ink Mortgage Loan, by no later than 12:00 noon (New York City time) on the Wet-Ink Mortgage Loan Document Receipt Date following the applicable Purchase Date, Seller shall deliver or cause the related Authorized Funds Recipient to deliver to the Custodian the remaining documents in the Mortgage File."
Appears in 1 contract
Samples: Master Repurchase Agreement (First NLC Financial Services Inc)
