Common use of Purchase and Substitution Clause in Contracts

Purchase and Substitution. (a) Upon discovery of a breach by the Transferor of a representation or warranty made by the Transferor to the Issuer with respect to the Mortgage-Backed Securities to be included in the Trust Fund, the Issuer may, within 90 days of discovery of such breach, purchase from the Trust at the applicable Purchase Price any Mortgage-Backed Security with respect to which such breach applies. (b) The Issuer will, as soon as practicable, purchase from the Trust at the applicable Purchase Price any Mortgage-Backed Security if (i) the Issuer, a court of competent jurisdiction or a governmental agency duly authorized to oversee or regulate the Issuer’s business determines that the Issuer’s acquisition of that Mortgage-Backed Security was unauthorized; or (ii) a court or governmental agency requires purchase of that Mortgage-Backed Security from a Trust. (c) Notwithstanding the foregoing, no Mortgage-Backed Security that is a principal only security or an interest only security may be purchased by the Issuer pursuant to Section 2.06(a). (d) In lieu of purchasing a Mortgage-Backed Security pursuant to Section 2.06(a), the Issuer may remove such Mortgage-Backed Security from the Trust and substitute therefor one or more Mortgage-Backed Securities; provided, that such substitution will be permissible only if (i) such substitute Mortgage-Backed Securities have the agreed upon characteristics for Mortgage- Backed Securities to be included in the Trust Fund (subject to customarily permitted tolerances),

Purchase and Substitution. (a) Upon discovery of a breach by the Transferor of a representation or warranty made by the Transferor to the Issuer with respect to the Mortgage-Backed Securities to be included in the Trust Fund, the Issuer may, within 90 days of discovery of such breach, purchase from the Trust at the applicable Purchase Price any Mortgage-Backed Security with respect to which such breach applies. (b) The Issuer will, as soon as practicable, purchase from the Trust at the applicable Purchase Price any Mortgage-Backed Security if (i) the Issuer, a court of competent jurisdiction or a governmental agency duly authorized to oversee or regulate the Issuer’s business determines that the Issuer’s acquisition of that Mortgage-Backed Security was unauthorized; or (ii) a court or governmental agency requires purchase of that Mortgage-Backed Security from a the Trust. (c) Notwithstanding the foregoing, no Mortgage-Backed Security that is a principal only security or an interest only security may be purchased by the Issuer pursuant to Section 2.06(a). (d) In lieu of purchasing a Mortgage-Backed Security pursuant to Section 2.06(a), the Issuer may remove such Mortgage-Backed Security from the Trust Fund and substitute therefor one or more Mortgage-Backed Securities; provided, that such substitution will be permissible only if (i) such substitute Mortgage-Backed Securities have the agreed upon characteristics for Mortgage- Mortgage-Backed Securities to be included in the Trust Fund (subject to customarily permitted tolerances),, (ii) such substitute Mortgage-Backed Securities have an aggregate principal balance, as of the date of substitution, equal to the aggregate unpaid principal balance of the Mortgage- Backed Security being removed, and (iii) such substitution occurs within two years of the Settlement Date. (d) Any purchase or substitution occurring pursuant to this Section 2.06 will be effective as of the first day of the calendar month in which such purchase or substitution occurs. Upon removal and substitution (if applicable) of any Mortgage-Backed Security, the Issuer will amend the related Mortgage-Backed Security Schedule to reflect such removal and substitution (if applicable).