Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the Mortgage Loans with the Cut-off Date Balance in exchange for the Acquisition Price. (b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's counsel in New York, New York or such other place as the parties shall agree. (c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, the Purchaser shall pay to the Seller the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser. (d) In addition to the foregoing, effective on the Closing Date, the Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each case, as previously conveyed to the Seller and (vi) any proceeds of the foregoing.
Appears in 2 contracts
Samples: Mortgage Loan Purchase Agreement (Thornburg Mortgage Securities Trust 2005-4), Mortgage Loan Purchase Agreement (Thornburg Mortgage Securities Trust 2004-4)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $668,566,213.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest (the "Purchase Price") in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the PurchaserClass B and Class P Certificates.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser without recourse all of its right, title and interest in (1) the following other assets relating Master Mortgage Loan Purchase and Servicing Agreement, dated as of April 1, 2003, between Xxxxxxx Xxxxx Mortgages Holdings Inc. ("MLMH"), Terwin Advisors LLC ("Terwin") and GreenPoint Mortgage Funding, Inc. ("GreenPoint"), as amended by Amendment No. 1, dated as of August 20, 2003 among MLMH, Terwin and GreenPoint, and the Bring-Down Letter related thereto, (2) the Assignment, Assumption and Recognition Agreement, dated as of March 31, 2006, among the Seller, the Purchaser and GreenPoint, (3) the Master Mortgage Loan Purchase and Servicing Agreement, dated as of November 1,2004, by and between Xxxxxxx Xxxxx Bank USA ("MLBUSA") and Countrywide Home Loans, Inc. ("CWHL"), as amended, (4) the Assignment, Assumption and Recognition Agreement, dated as of March 31, 2006, among the Seller, the Purchaser, CWHL and Countrywide Home Loans Servicing LP, (5) the Mortgage Loan Purchase Agreement, dated as of November 1, 2005, between the Seller and Washington Mutual Mortgage Securities Corp. ("WMMSC"), as amended, (6) the Servicing Agreement, dated as of November 1, 2005, by and between the Seller and Washington Mutual Bank ("WMB"), as amended, (7) the Assignment, Assumption and Recognition Agreement, dated as of March 31, 2006, by and among the Seller, the Purchaser, WMMSC and WMB, (8) the Bulk Sale and Transfer Addendum to the Mortgage Loans: Master Loan Purchase and Sale Agreement, dated as of May 11, 2004, by and between Xxxxxxx Xxxxx Credit Corporation (i"MLCC") such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Accountand MortgageIT, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account Inc. (but, in each case, excluding all investment earnings thereon"MortgageIT"), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c9) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Assignment and Assumption Agreement, in each casedated as of March 31, as previously conveyed to 2006, by and between MLCC and the Seller and (vi) any proceeds of the foregoingSeller.
Appears in 2 contracts
Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-A1), Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-A1)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $348,848,191.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the PurchaserClass B and Class P Certificates.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: without recourse all of its right, title and interest in (i1) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Purchase and Servicing Agreement, in each casedated as of April 1, 2003, between Xxxxxxx Xxxxx Mortgages Holdings Inc. ("MLMH"), Terwin Advisors LLC ("Terwin") and GreenPoint Mortgage Funding, Inc. ("GreenPoint"), as previously conveyed to amended by Amendment No. 1, dated as of August 20, 2003 among MLMH, Terwin and GreenPoint, and the Bring-Down Letter related thereto, (2) the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2006, among the Seller, the Purchaser and GreenPoint, (3) the Master Mortgage Loan Purchase and Servicing Agreement, dated as of November 1,2004, by and between Xxxxxxx Xxxxx Bank USA ("MLBUSA") and Countrywide Home Loans, Inc. ("CWHL"), as amended, (4) the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2006, among the Seller, the Purchaser, CWHL and Countrywide Home Loans Servicing LP, (5) Mortgage Servicing Purchase and Sale Agreement dated as of February 27, 2006, between the Seller and CitiMortgage, Inc. (vi"CitiMortgage") any proceeds and (6) the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2006, among the foregoingSeller, the Purchaser and CitiMortgage.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrill Lynch Investors Trust, Series 2006-A2)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $[_______________].
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the PurchaserClass B Certificates.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser the following other assets relating to without recourse all of its right, title and interest in (1) the Mortgage Loans: Loan Flow Purchase, Sale and Servicing Agreement, dated as of March 27, 2001, by and between Xxxxxxx Xxxxx Mortgage Capital, Inc. (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon"MLMC"), for the benefit of the Cendant Mortgage Corporation ("PHH Mortgage Corporation" or "PHH") and Xxxxxx'x Gate Residential Mortgage Trust, (ii2) any REO Propertythe Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and PHH, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a3) the Seller's rights Warranties and Servicing Agreement (WFHM Mortgage Loan Series 2006-W60), dated as assignee under any security agreementsof July 1, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan2006, by and between Seller and Xxxxx Fargo Bank, N.A. ("Xxxxx"), (b8) the Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and Xxxxx, (4) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Master Mortgage Loan pursuant to the related Purchase and Servicing Agreement, in each casedated as of April 1, 2003, among Xxxxxxx Xxxxx Mortgage Holdings Inc., Terwin Advisors, LLC and GreenPoint Mortgage Funding, Inc. ("Greenpoint"), as previously conveyed to amended by Amendment No. 1, dated as of August 20, 2003 among MLMH, Terwin and GreenPoint, and the Bring-Down Letter related thereto, (5) the Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and Greenpoint, (6) the Mortgage Servicing Purchase and Sale Agreement dated as of September 1, 2006, between the Seller and CitiMortgage, Inc. (vi"CITI"), (7) any proceeds the Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the foregoingSeller, the Purchaser and CITI, (8) the Master Seller's Warranties and Servicing Agreement, dated as of May 1, 2006, among the Seller and IndyMac Bank, F.S.B. ("IndyMac"), (8) the Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and IndyMac, (9) the Mortgage Loan Purchase Agreement, dated as of November 1, 2005, as amended by the Regulation AB Amendment dated March 1, 2006, between the Seller and Washington Mutual Mortgage Securities Corp ("WMMSC"), (10) the Mortgage Loan Purchase Agreement dated as of May 1, 2006, between the Seller, Washington Mutual Bank ("WAMU") and Washington Mutual Bank fsb, (11) the Servicing Agreement, dated as of November 1, 2005, between the Seller and WAMU, as amended by the Regulation AB Amendment dated March 1, 2006 and (12) the Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and WAMU.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-Af1)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the Mortgage Loans with the Cut-off Date Balance in exchange for the Acquisition Price.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Mortgage Loan Seller's ’s counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, the Purchaser shall pay to the Mortgage Loan Seller the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated by the Mortgage Loan Seller, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser.
(d) In addition to the foregoing, effective on the Closing Date, the Mortgage Loan Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: (i) such assets relating to the Mortgage Loans sums as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies related insurance policies and any amounts paid or payable by the insurer under any Insurance Policy such insurance policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Mortgage Loan Seller with respect to, to each of the Servicing Agreements (noting Agreements, provided that the Mortgage Loan Seller has also retained retains the right in the event of breach of the representations, to enforce all representations and warranties and covenants, if any, given with respect to the related Mortgage Loans under the Servicing Agreements, (vi) all right, title and interest of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest Loan Seller in and to any each security or pledge agreement in respect of Additional Collateral, (vii) [Reserved], and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each case, as previously conveyed to the Seller and (viviii) any proceeds of the foregoing.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Structured Asset Mortgage Investments Inc)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $[_______________].
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the PurchaserClass B Certificates.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser the following other assets relating to without recourse all of its right, title and interest in (1) the Mortgage Loans: Loan Flow Purchase, Sale and Servicing Agreement, dated as of March 27, 2001, by and between Xxxxxxx Xxxxx Mortgage Capital, Inc. (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon"MLMC"), for the benefit of the Cendant Mortgage Corporation ("PHH Mortgage Corporation" or "PHH") and Xxxxxx'x Gate Residential Mortgage Trust, (ii2) any REO Propertythe Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and PHH, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a3) the Seller's rights Warranties and Servicing Agreement (WFHM Mortgage Loan Series 2006-W60), dated as assignee under any security agreementsof July 1, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan2006, by and between Seller and Xxxxx Fargo Bank, N.A. ("Xxxxx"), (b8) the Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and Xxxxx, (4) the Master Mortgage Loan Purchase and Servicing Agreement, dated as of April 1, 2003, among Xxxxxxx Xxxxx Mortgage Holdings Inc., Terwin Advisors, LLC and GreenPoint Mortgage Funding, Inc. ("Greenpoint"), as amended by Amendment No. 1, dated as of August 20, 2003 among MLMH, Terwin and GreenPoint, and the Bring-Down Letter related thereto, (5) the Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and Greenpoint, (6) the Mortgage Servicing Purchase and Sale Agreement dated as of May 31, 2006, between the Seller and CitiMortgage, Inc. ("CITI"), (7) the Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and CITI, (8) the Master Seller's security interest in Warranties and to any Additional CollateralServicing Agreement, dated as of May 1, 2006, among the Seller and IndyMac Bank, F.S.B. ("IndyMac"), (8) the Assignment, Assumption and Recognition Agreement, dated as of September 1, 2006, among the Seller, the Purchaser and IndyMac, (9) the Mortgage Loan Purchase Agreement, dated as of November 1, 2005, as amended by the Regulation AB Amendment dated March 1, 2006, between the Seller and Washington Mutual Mortgage Securities Corp ("WMMSC"), (10) the Mortgage Loan Purchase Agreement dated as of May 1, 2006, between the Seller, Washington Mutual Bank ("WAMU") and Washington Mutual Bank fsb, and (c11) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Assignment, Assumption and Recognition Agreement, in each casedated as of September 1, as previously conveyed to 2006, among the Seller Seller, the Purchaser and (vi) any proceeds of the foregoingWAMU.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-Af1)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $[ ].
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's Purchaser’s counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest (the “Purchase Price”) in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the Purchaser.Class B.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: without recourse all of its right, title and interest in (i1) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Purchase and Servicing Agreement, in each casedated as of June 1, 2003, between Xxxxxxx Xxxxx Mortgage Capital Inc. and Countrywide Home Loans, Inc., (2) the Master Seller’s Warranties and Servicing Agreement, dated as previously conveyed to of February 1, 2005, between the Seller Xxxxxxx Xxxxx Mortgage Holdings, Inc. and IndyMac Bank, F.S.B. and (vi3) any proceeds the Master Seller’s Warranties and Servicing Agreement, dated as of May 1, 2004, between the foregoing.Xxxxxxx Xxxxx Bank, USA and National City Mortgage Co.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2005-A7)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the Mortgage Loans with the Cut-off Date Balance in exchange for the Acquisition Price.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, the Purchaser shall pay to the Seller the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser.
(d) In addition to the foregoing, effective on the Closing Date, the Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies (including the MLCC Limited Purpose Surety Bond) and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, this Agreement, including but not limited to the Seller's rights and obligations pursuant to each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) the Seller's rights with respect to each of the Servicing Agreements, (vi) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each case, as previously conveyed to the Seller Seller, and the Depositor and (vivii) any proceeds of the foregoing.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Structured Asset Mortgage Investments Ii Inc)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $1,220,525,429.03.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates Notes will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall pay to the Mortgage Loan Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Notes plus accrued interest (the "Purchase Price") in immediately available funds by wire transfer to such account or accounts as shall be designated by the Mortgage Loan Seller, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser.
(d) In addition to the foregoing, effective on the Closing Date the Mortgage Loan Seller assigns to the Purchaser all of its right, title and interest in the Wells Fargo Servicing Agreement (xther than its right to enforce the representations and warranties set forth therein) and the PHH Servicing Agreement (other than its right to enforce the representations and warranties set forth therein).
(e) The Seller and the Purchaser each acknowledge that on the Closing Date, (i) the Seller assigns will immediately transfer the Mortgage Loans to the Purchaser and (ii) the following other assets relating to the Mortgage Loans: (i) such assets relating to Purchaser will then immediately deposit the Mortgage Loans as from time to time may be held by into the Servicers in each Servicer AccountMerrill Lynch Mortgage Investors Trxxx, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each case, as previously conveyed to the Seller and (vi) any proceeds of the foregoingXxrxxx 0005-2.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2005-2)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 11 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with having an aggregate outstanding principal balance as of the Cut-off Date Balance in exchange for equal to the Acquisition PriceCut-off Date Balance.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's Purchaser’s counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 11 hereof, on the Closing Date, the Purchaser shall (i) pay to the Mortgage Loan Seller the cash portion of the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated specified by Ocwen Mortgage Asset Investment Company, LLC (“OMAIC”), as designee of the Mortgage Loan Seller and (ii) shall deliver to OMAIC (as designee of the Mortgage Loan Seller) the pro rata portion of the Class M-10 Certificates and the Class B-IO Certificates issued under the Pooling and Servicing Agreement, whereupon determined based upon the Stated Principal Balances of the Mortgage Loans (but excluding any Retained Interest sold by the Mortgage Loan Seller relative to all mortgage loans sold to the Trust Fund on a Mortgage Loan) shall become the sole property of the PurchaserClosing Date.
(d) In addition to Upon the foregoing, effective on satisfaction of the Closing Dateconditions set forth in Section 11 hereof, the Seller assigns to the Purchaser the following other assets relating to Guarantor will guaranty the Mortgage Loans: (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Loan Seller's rights as assignee under any security agreements, pledge agreements obligations to repurchase or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral substitute a Mortgage Loan pursuant to the related terms of this Agreement and the Pooling and Servicing Agreement, in each case, as previously conveyed or indemnify any party pursuant to the Seller and (vi) any proceeds terms of the foregoingthis Agreement.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-Cl1)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $495,821,000.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's Purchaser’s counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Mortgage Loan Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest (the “Purchase Price”) in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Mortgage Loan Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the Purchaser.Class B.
(d) In addition to the foregoing, effective on the Closing Date, Date the Mortgage Loan Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: without recourse all of its right, title and interest in (i1) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Sale and Servicing Agreement, in each casedated as of July 23, 2004, between Xxxxxxx Xxxxx Bank, USA and Quicken Loans, Inc., (2) the Master Mortgage Loan Purchase and Servicing Agreement, dated as previously conveyed to of June 1, 2003, between MLMCI and Countrywide Home Loans, Inc., (3) the Seller Master Seller’s Warranties and Servicing Agreement, dated as of May 1, 2004, between Xxxxxxx Xxxxx Bank, USA and National City Mortgage Co. and (vi4) any proceeds the Master Mortgage Loan Purchase and Servicing Agreement, dated as of the foregoingJune 1, 2001, among Xxxxxxx Xxxxx Bank, USA, Washington Mutual Bank, FA and Washington Mutual Bank fsb.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2005-A4)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $1,220,525,429.03.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates Notes will take place on the Closing Date at the office of the Seller's Purchaser’s counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall pay to the Mortgage Loan Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Notes plus accrued interest (the “Purchase Price”) in immediately available funds by wire transfer to such account or accounts as shall be designated by the Mortgage Loan Seller, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser.
(d) In addition to the foregoing, effective on the Closing Date the Mortgage Loan Seller assigns to the Purchaser all of its right, title and interest in the Xxxxx Fargo Servicing Agreement (other than its right to enforce the representations and warranties set forth therein) and the PHH Servicing Agreement (other than its right to enforce the representations and warranties set forth therein).
(e) The Seller and the Purchaser each acknowledge that on the Closing Date, (i) the Seller assigns will immediately transfer the Mortgage Loans to the Purchaser and (ii) the following other assets relating to the Mortgage Loans: (i) such assets relating to Purchaser will then immediately deposit the Mortgage Loans as from time to time may be held by into the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Xxxxxxx Xxxxx Mortgage Investors Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each case, as previously conveyed to the Seller and (vi) any proceeds of the foregoingSeries 2005-2.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2005-2)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 11 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the Mortgage Loans with having an aggregate outstanding principal balance as of the Cut-off Date Balance in exchange for equal to the Acquisition PriceCut-off Date Balance.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's Purchaser’s counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 11 hereof, on the Closing Date, the Mortgage Loan Seller shall sell the Mortgage Loans in exchange for the Certificates. Unless delivery is made through the facilities of the Depository Trust Company, the Certificates so to be delivered will be in definitive, fully registered form, in such denominations and registered in such names as the Mortgage Loan Seller requests. Immediately upon delivery of the Certificates, the Mortgage Loan Seller shall sell to the Purchaser the Non-Retained Certificates. The Purchaser shall pay to the Mortgage Loan Seller the cash portion of the Non-Retained Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated by the Mortgage Loan Seller, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser.
(d) In addition to the foregoing, effective on . Following the Closing Date, if the Mortgage Loan Seller assigns determines to sell to the Purchaser any of the following other assets relating Retained Certificates as evidenced by a Purchase Letter Agreement in the form attached hereto as Exhibit 9, and the Purchaser agrees to purchase such Retained Certificates, the Purchaser shall pay to the Mortgage Loans: (i) Loan Seller the purchase price for such assets relating sold Retained Certificates as set forth in the Purchase Letter Agreement in immediately available funds by wire transfer to such account or accounts as shall be designated by the Mortgage Loans as from time to time may be held Loan Seller. Any such sale shall occur on a date agreed upon by the Servicers in each Servicer AccountMortgage Loan Seller, the Master Servicer in the Master Servicer Collection Account Purchaser and the Trustee in Underwriter. Not later than ten (10) Business Days prior to any pledge, sale or other disposition by the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit Mortgage Loan Seller or an affiliate of the Trust, (ii) Mortgage Loan Seller of any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller inRetained Certificates, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to Seller shall notify the related Servicing Agreement, in each case, as previously conveyed to the Seller and (vi) any proceeds Purchaser of the foregoingsuch event.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-St1)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $[_______________].
(b) ______The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) ______Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the PurchaserClass B Certificates.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser without recourse all of its right, title and interest in (1) the following other assets relating to Master Mortgage Loan Purchase and Servicing Agreement, dated as of November 1, 2004, by and between Xxxxxxx Xxxxx Bank USA ("MLBUSA") and Countrywide Home Loans, Inc. ("CHL"), as amended, (2) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser, CHL and Countrywide Home Loans Servicing LP, (3) the Master Seller's Warranties and Servicing Agreement, dated as of May 1, 2004, by and between MLBUSA and National City Mortgage Co. ("NATCITY"), (4) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser and NATCITY, (5) the Mortgage Loans: Loan Flow Purchase, Sale and Servicing Agreement, dated as of March 27, 2001, by and between Xxxxxxx Xxxxx Mortgage Capital, Inc. (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon"MLMC"), for the benefit of the Cendant Mortgage Corporation ("PHH Mortgage Corporation" or "PHH") and Xxxxxx'x Gate Residential Mortgage Trust, (ii6) any REO Propertythe Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser and PHH, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a7) the Seller's rights Warranties and Servicing Agreement (WFHM Mortgage Loan Series 2005-W58), dated as assignee under any security agreementsof August 1, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan2005, by and between Seller and Xxxxx Fargo Bank, N.A. ("Xxxxx"), (b8) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser and Xxxxx, (9) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Master Mortgage Loan pursuant to the related Purchase and Servicing Agreement, in each casedated as of April 1, 2003, among Xxxxxxx Xxxxx Mortgage Holdings Inc., Terwin Advisors, LLC and GreenPoint Mortgage Funding, Inc. ("Greenpoint"), as previously conveyed to amended by Amendment No. 1, dated as of August 20, 2003 among MLMH, Terwin and GreenPoint, and the Bring-Down Letter related thereto, (10) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser and Greenpoint, (11) the Mortgage Servicing Purchase and Sale Agreement dated as of May 31, 2006, between the Seller and CitiMortgage, Inc. (vi"CITI") any proceeds and (12) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the foregoingSeller, the Purchaser and CITI.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-A4)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $387,790,300.00.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) Mortgage Loan Purchase Agreement pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the PurchaserClass B Certificates.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser without recourse all of its right, title and interest in (1) the following other assets relating to Master Mortgage Loan Purchase and Servicing Agreement, dated as of November 1, 2004, by and between Xxxxxxx Xxxxx Bank USA ("MLBUSA") and Countrywide Home Loans, Inc. ("CHL"), as amended, (2) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser, CHL and Countrywide Home Loans Servicing LP, (3) the Master Seller's Warranties and Servicing Agreement, dated as of May 1, 2004, by and between MLBUSA and National City Mortgage Co. ("NATCITY"), (4) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser and NATCITY, (5) the Mortgage Loans: Loan Flow Purchase, Sale and Servicing Agreement, dated as of March 27, 2001, by and between Xxxxxxx Xxxxx Mortgage Capital, Inc. (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon"MLMC"), for the benefit of the Cendant Mortgage Corporation ("PHH Mortgage Corporation" or "PHH") and Xxxxxx'x Gate Residential Mortgage Trust, (ii6) any REO Propertythe Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser and PHH, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a7) the Seller's rights Warranties and Servicing Agreement (WFHM Mortgage Loan Series 2005-W58), dated as assignee under any security agreementsof August 1, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan2005, by and between Seller and Xxxxx Fargo Bank, N.A. ("Xxxxx"), (b8) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser and Xxxxx, (9) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Master Mortgage Loan pursuant to the related Purchase and Servicing Agreement, in each casedated as of April 1, 2003, among Xxxxxxx Xxxxx Mortgage Holdings Inc., Terwin Advisors, LLC and GreenPoint Mortgage Funding, Inc. ("Greenpoint"), as previously conveyed to amended by Amendment No. 1, dated as of August 20, 2003 among MLMH, Terwin and GreenPoint, and the Bring-Down Letter related thereto, (10) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the Seller, the Purchaser and Greenpoint, (11) the Mortgage Servicing Purchase and Sale Agreement dated as of May 31, 2006, between the Seller and CitiMortgage, Inc. (vi"CITI") any proceeds and (12) the Assignment, Assumption and Recognition Agreement, dated as of July 1, 2006, among the foregoingSeller, the Purchaser and CITI.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-A4)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $[_____________].
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the PurchaserClass B Certificates.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser without recourse all of its right, title and interest in (1) the following other assets relating to Master Seller's Warranties and Servicing Agreement, dated as of May 1, 2004, between Xxxxxxx Xxxxx Bank, USA ("MLBUSA") and National City Mortgage Co. ("National City"), as amended, (2) the Mortgage Loans: (i) such assets relating to Assignment, Assumption and Recognition Agreement, dated as of May 1, 2006, among the Mortgage Loans as from time to time may be held by the Servicers in each Servicer AccountSeller, the Master Servicer in Purchaser and National City, (3) the Master Servicer Collection Account Mortgage Loan Purchase and the Trustee in the Distribution Account Servicing Agreement, dated as of November 1, 2004, by and between MLBUSA and Countrywide Home Loans, Inc. (but, in each case, excluding all investment earnings thereon"CWHL"), for the benefit of the Trustas amended, (ii4) any REO Propertythe Assignment, Assumption and Recognition Agreement, dated as of May 1, 2006, among the Seller, the Purchaser, CWHL and Countrywide Home Loans Servicing LP, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a5) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in Warranties and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each casedated as of October 1, as previously conveyed to 2005, between the Seller and Xxxxx Fargo Bank, N.A. (vi"Xxxxx Fargo") any proceeds and (6) the Assignment, Assumption and Recognition Agreement, dated as of May 1, 2006, among the foregoingSeller, the Purchaser and Xxxxx Fargo.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-A3)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the Mortgage Loans with the Cut-off Date Balance in exchange for the Acquisition Price.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Mortgage Loan Seller's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, the Purchaser shall pay to the Mortgage Loan Seller the cash portion of the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated by the SellerMortgage Loan Seller and shall deliver the Class B-IO Certificates to the Mortgage Loan Seller in physical form, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser.
(d) In addition to the foregoing, effective on the Closing Date, the Mortgage Loan Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, Account and the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required related Insurance Policies (including the MLCC Limited Purpose Surety Bond) and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Mortgage Loan Seller with respect to, to each of the Servicing Agreements (noting that the Mortgage Loan Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's its rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's its security interest in and to any Additional Collateral, and (c) the Seller's its right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each case, as previously conveyed to the Seller and (vi) any proceeds of the foregoing.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Structured Asset Mortgage Investments Inc)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $348,838,110.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the PurchaserClass B and Class P Certificates.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: without recourse all of its right, title and interest in (i1) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Purchase and Servicing Agreement, in each casedated as of April 1, 2003, between Xxxxxxx Xxxxx Mortgages Holdings Inc. ("MLMH"), Terwin Advisors LLC ("Terwin") and GreenPoint Mortgage Funding, Inc. ("GreenPoint"), as previously conveyed to amended by Amendment No. 1, dated as of August 20, 2003 among MLMH, Terwin and GreenPoint, and the Bring-Down Letter related thereto, (2) the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2006, among the Seller, the Purchaser and GreenPoint, (3) the Master Mortgage Loan Purchase and Servicing Agreement, dated as of November 1,2004, by and between Xxxxxxx Xxxxx Bank USA ("MLBUSA") and Countrywide Home Loans, Inc. ("CWHL"), as amended, (4) the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2006, among the Seller, the Purchaser, CWHL and Countrywide Home Loans Servicing LP, (5) Mortgage Servicing Purchase and Sale Agreement dated as of February 27, 2006, between the Seller and CitiMortgage, Inc. (vi"CitiMortgage") any proceeds and (6) the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2006, among the foregoingSeller, the Purchaser and CitiMortgage.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Investors Trust, Series 2006-A2)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with having an aggregate outstanding principal balance as of the Cut-off Date Balance in exchange for equal to the Acquisition PriceCut-off Date Balance.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates Notes will take place on the Closing Date at the office of the Seller's Purchaser’s counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, the Purchaser shall pay to the Mortgage Loan Seller the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Mortgage Loan Seller and shall deliver the Notes to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the PurchaserLoan Seller or its designee.
(d) In addition to the foregoing, effective on the Closing Date, Date the Mortgage Loan Seller assigns to the Purchaser all of its right, remedies, title and interest in the following other assets Sale Agreements to the extent relating to the Mortgage Loans: (i) such assets relating , notwithstanding that with respect to the Sale Agreements (other than the Citigroup Sale Agreement) the Mortgage Loans as from time Loan Seller specifically reserves and does not assign to time may be held by the Servicers in each Servicer AccountAssignee any right, title and interest in, to or under the representations and warranties. With respect to the Citigroup Sale Agreement, the Master Servicer in Mortgage Loan Seller assigns to the Master Servicer Collection Account Assignee any right, title and interest in, to or under the representations and warranties and the Trustee in the Distribution Account (but, in each case, excluding entitlement to enforce all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect toPurchaser thereunder insofar as they relate to the Mortgage Loans, each including, without limitation, the enforcement of the Servicing Agreements (noting that document delivery requirements, and the Seller has also retained the right in the event of breach ability to enforce all of the representations, warranties and covenants, if any, with respect obligations of the Purchaser thereunder insofar as they relate to the related Mortgage Loans Loans, including without limitation, the remedies for breaches of the related Servicer under the related Servicing Agreement to enforce the provisions thereof representations and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each case, as previously conveyed to the Seller and (vi) any proceeds of the foregoingwarranties.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Alesco Financial Inc)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 11 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with having an aggregate outstanding principal balance as of the Cut-off Date Balance in exchange for equal to the Acquisition PriceCut-off Date Balance.
(ba) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's Purchaser’s counsel in New York, New York or such other place as the parties shall agree.
(cb) Upon the satisfaction of the conditions set forth in Section 10 11 hereof, on the Closing Date, the Purchaser shall (i) pay to the Mortgage Loan Seller the cash portion of the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated specified by the Mortgage Loan Seller and (ii) shall deliver to Hare & Co. (as designee of the Mortgage Loan Seller) the pro rata portion of the Class M-10 Certificates and the Class B-IO Certificates issued under the Pooling and Servicing Agreement, whereupon determined based upon the Stated Principal Balances of the Mortgage Loans (but excluding any Retained Interest on a sold by the Mortgage Loan) shall become the sole property of the Purchaser.
(d) In addition Loan Seller relative to all mortgage loans sold to the foregoing, effective Trust Fund on the Closing Date, the Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and .
(c) Upon the satisfaction of the conditions set forth in Section 11 hereof, the Guarantor will guaranty the Mortgage Loan Seller's right obligations to receive payments in respect of any Additional Collateral repurchase or substitute a Mortgage Loan pursuant to the related terms of this Agreement and the Pooling and Servicing Agreement, in each case, as previously conveyed or indemnify any party pursuant to the Seller and (vi) any proceeds terms of the foregoingthis Agreement.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-Cl1)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $1,012,984,581.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest (the "Purchase Price") in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the Purchaser.Class B.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser without recourse all of its right, title and interest in (1) the following other assets relating to Master Mortgage Loan Purchase and Servicing Agreement, dated as of April 1, 2003, between Merrill Lynch Mortgages Holdings Inc. ("MLMH"), Terwin Advisors LLC ("Xxxxxx") xxx GreenPoint Mortgage Funding, Inc. ("GreenPoint"), as amended by Amendment No. 1, dated as of August 20, 2003 among MLMH, Terwin and GreenPoint, (2) the Assignment, Assumption and Recognition Agreement, dated as of November 15, 2005, among the Seller, the Purchaser and GreenPoint, (3) the Mortgage Loans: Loan Purchase and Interim Servicing Agreement, dated as of June 24, 2005, between the Seller and Ameriquest Mortgage Company (i"Ameriquest") such assets relating to and the Bring-Down Letter related thereto and (4) the Mortgage Loans Loan Flow Purchase, Sale & Servicing Agreement, dated as from time to time may be held by the Servicers in each Servicer Accountof March 27, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account 2001, among Merrill Lynch Mortgage Capital Inc. (but, in each case, excluding all investment earnings thereon"MLMC"), for the benefit of the Cendant Mortgage Corporxxxxx xnx Xxxhop's Gate Residential Mortgage Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related formerly known as Cendant Rxxxxxxxxal Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional CollateralTrust, and (c5) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Assignment, Assumption and Recognition Agreement, in each casedated as of November 15, 2005, among the Seller, the Purchaser and PHH Mortgage Corporation, formerly known as previously conveyed to the Seller and Cendant Mortgage Corporation (vi) any proceeds of the foregoing"PHH").
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust Series 2005-A8)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $786,377,264.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's Depositor’s counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest (the “Purchase Price”) in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: without recourse all of its right, title and interest in (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account Mortgage Loan Purchase and Servicing Agreement, dated as of December 1, 2004, between First Republic Bank and the Trustee in the Distribution Account (butPurchaser, in each caseamended and restated as of January 31, excluding all investment earnings thereon), for the benefit of the Trust, 2005 and (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Master Mortgage Loan pursuant to the related Purchase and Servicing Agreement, in each casedated as of December 1, 2004, between Xxxxxxx Xxxxx Credit Corporation, as previously conveyed to seller and the Seller and (vi) any proceeds of the foregoingSeller, as purchaser.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrilll Lynch Mortgage Investors Trust, Series 2005-A10)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with having an aggregate outstanding principal balance as of the Cut-off Date Balance in exchange for equal to the Acquisition PriceCut-off Date Balance.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates Notes will take place on the Closing Date at the office of the Seller's Purchaser’s counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, the Purchaser shall pay to the Mortgage Loan Seller the cash portion of the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Mortgage Loan Seller and shall deliver the Certificates to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the PurchaserLoan Seller or its designee.
(d) In addition to the foregoing, effective on the Closing Date, Date the Mortgage Loan Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Accountall of its right, the Master Servicer title and interest in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Countrywide Servicing Agreement (other than its right to enforce the provisions thereof representations and to seek all or any available remedieswarranties set forth therein), Bank of America Servicing Agreement (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's other than its right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant enforce the representations and warranties set forth therein), the EMC Servicing Agreement (other than its right to enforce the related representations and warranties set forth therein), the HBMC Servicing AgreementAgreement (other than its right to enforce the representations and warranties set forth therein), in each case, as previously conveyed the National City Servicing Agreement (other than its right to enforce the Seller representations and warranties set forth therein) and the PHH Servicing Agreement (vi) any proceeds of other than its right to enforce the foregoingrepresentations and warranties set forth therein).
Appears in 1 contract
Samples: Sale and Servicing Agreement (Bear Stearns ARM Trust 2005-7)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the Mortgage Loans with the Cut-off Date Balance in exchange for the Acquisition Price.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, the Purchaser shall pay to the Seller the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser.
(d) In addition to the foregoing, effective on the Closing Date, the Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account and the Trustee in the Distribution Account (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies (including the MLCC Limited Purpose Surety Bond) and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller Depositor in, but none of the obligations of the Seller Depositor with respect to, the Mortgage Loan Purchase Agreement, including but not limited to Depositor's rights and obligations pursuant to each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) its rights with respect to each of the Servicing Agreements, (vi) with respect to Additional Collateral Mortgage Loans (a) the Seller's its rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's its security interest in and to any Additional Collateral, and (c) the Seller's its right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each case, as previously conveyed to the Seller Seller, and the Depositor and (vivii) any proceeds of the foregoing.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Thornburg Mortgage Securities Trust 2003 5)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $558,850,114.
(b) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the SellerPurchaser's counsel in New York, New York or such other place as the parties shall agree.
(c) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon Seller and (ii) deliver to the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become Seller the sole property of the PurchaserClass B and Class P Certificates.
(d) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser without recourse all of its right, title and interest in (1) the following other assets relating to Master Mortgage Loan Purchase and Servicing Agreement, dated as of November 1, 2004, by and between Xxxxxxx Xxxxx Bank USA ("MLBUSA") and Countrywide Home Loans, Inc. ("CWHL"), as amended, (2) the Mortgage Loans: (i) such assets relating to Assignment, Assumption and Recognition Agreement, dated as of May 1, 2006, among the Mortgage Loans as from time to time may be held by the Servicers in each Servicer AccountSeller, the Master Servicer in Purchaser, CWHL and Countrywide Home Loans Servicing LP, (3) the Master Servicer Collection Account Seller's Warranties and the Trustee in the Distribution Account Servicing Agreement, dated as of May 1, 2004, by and between MLBUSA and National City Mortgage Co. (but, in each case, excluding all investment earnings thereon), for the benefit of the Trust, (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto"NATCITY"), (iv4) the rights Assignment, Assumption and Recognition Agreement, dated as of May 1, 2006, among the Seller inSeller, but none of the obligations of the Seller with respect to, each of the Servicing Agreements Purchaser and NATCITY and (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a5) the Seller's rights Assignment, Assumption and Recognition Agreement, dated as assignee under any security agreementsof May 1, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan2006, (b) among the Seller's security interest in , the Purchaser and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Mortgage Loan pursuant to the related Servicing Agreement, in each case, as previously conveyed to the Seller and (vi) any proceeds of the foregoingXxxxx Fargo Bank.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Merrill Lynch Mortgage Investors Trust Series 2006-A3)
Purchase and Sale of the Mortgage Loans and Related Rights. (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Seller agrees to sell, and the Purchaser agrees to purchase, the purchase Mortgage Loans with the having an aggregate Cut-off Date Balance in exchange for the Acquisition Priceof $786,377,264.
(ba) The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Seller's Depositor’s counsel in New York, New York or such other place as the parties shall agree.
(cb) Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, in consideration of the purchase of the Mortgage Loans, the Purchaser shall (i) pay to the Seller an amount equal to the Acquisition Price for net sale proceeds of the Mortgage Loans Offered Certificates plus accrued interest (the “Purchase Price”) in immediately available funds by wire transfer to such account or accounts as shall be designated by the Seller, whereupon the Mortgage Loans (but excluding any Retained Interest on a Mortgage Loan) shall become the sole property of the Purchaser.
(dc) In addition to the foregoing, effective on the Closing Date, Date the Seller assigns to the Purchaser the following other assets relating to the Mortgage Loans: without recourse all of its right, title and interest in (i) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in each Servicer Account, the Master Servicer in the Master Servicer Collection Account Mortgage Loan Purchase and Servicing Agreement, dated as of December 1, 2004, between First Republic Bank and the Trustee in the Distribution Account (butPurchaser, in each caseamended and restated as of January 31, excluding all investment earnings thereon), for the benefit of the Trust, 2005 and (ii) any REO Property, (iii) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (iv) the rights of the Seller in, but none of the obligations of the Seller with respect to, each of the Servicing Agreements (noting that the Seller has also retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies), (v) with respect to Additional Collateral Mortgage Loans (a) the Seller's rights as assignee under any security agreements, pledge agreements or guarantees relating to the Additional Collateral supporting any Additional Collateral Mortgage Loan, (b) the Seller's security interest in and to any Additional Collateral, and (c) the Seller's right to receive payments in respect of any Additional Collateral Master Mortgage Loan pursuant to the related Purchase and Servicing Agreement, in each casedated as of December 1, 2004, between Xxxxxxx Xxxxx Credit Corporation, as previously conveyed to seller and the Seller and (vi) any proceeds of the foregoingSeller, as purchaser.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrilll Lynch Mortgage Investors Trust, Series 2005-A10)
