Common use of Re-delivery of Notes, Files and Documents Clause in Contracts

Re-delivery of Notes, Files and Documents. For any Loan that qualifies for purchase under this Article, the Company shall: (a) re-endorse and deliver the Note to the Initial Member (or its designee); (b) assign all Underlying Collateral Documents associated with such Loan and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Property, together with such other documents or instruments as shall be necessary or appropriate to convey the Loan (including any related Receiver Acquired Property or Company Acquired Property) back to the Initial Member (or its designee); (c) deliver to the Initial Member (or its designee) the Loan File, along with any additional records compiled or accumulated by the Company pertaining to the Loan; (d) take such actions as are necessary to transfer from the Company to the Initial Member any litigation or bankruptcy action involving the subject Loan, including substituting the duties of the Company for the Initial Member and the Initial Member for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment C, substituting the duties of the Assignor (as defined therein) for the Assignee (as defined therein) and the Assignee for the Assignor; and (e) deliver to the Initial Member (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that as of the date of purchase by the Initial Member none of the conditions relieving the Initial Member of its obligation to purchase the Loan as specified in Section 6.4 has occurred. The documents evidencing the conveyance of the Loan to the Initial Member shall be substantially the same as those executed pursuant to Article III of this Agreement to convey the Loan to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Loan to the Company, the Company shall cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance of the Loan to the Initial Member. Upon compliance by the Company with the provisions hereof, the Initial Member shall pay to the Company the Repurchase Price, and such Repurchase Price shall constitute Loan Proceeds for purposes of the Custodial and Paying Agency Agreement.

Re-delivery of Notes, Files and Documents. For any Loan that qualifies for purchase under this Article, the Company shall: (a) re-endorse and deliver the Note to the Initial Member (or its designee); , (b) assign all Underlying Collateral Documents associated with such Loan and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Propertytransferred by quitclaim deed pursuant to Section 2.5, together with such other documents or instruments as shall be necessary or appropriate to convey the Loan (including any related Receiver Acquired Property or Company Acquired Property) back to the Initial Member (or its designee); , (c) deliver to the Initial Member (or its designee) the Loan File, along with any additional records compiled or accumulated by the Company pertaining to the Loan; , and (d) take such actions as are necessary to transfer from the Company to the Initial Member any litigation or bankruptcy action involving the subject Loan, including substituting the duties of the Company for the Initial Member and the Initial Member for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment C, substituting the duties of the Assignor (as defined therein) for the Assignee (as defined therein) and the Assignee for the Assignor; and (e) deliver to the Initial Member (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that as of the date of purchase by the Initial Member none of the conditions relieving the Initial Member of its obligation to purchase the Loan as specified in Section 6.4 has occurred. The documents evidencing the such conveyance of the Loan to the Initial Member shall be substantially the same as those executed pursuant to Article III of this Agreement to convey the Loan to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Loan to the Company, the Company shall cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance of the Loan to the Initial Member. Upon compliance by the Company with the provisions hereof, the Initial Member shall pay to the Company the Repurchase Price, and such Repurchase Price shall constitute Loan Proceeds for purposes of the Custodial and Paying Agency Participation Agreement.

Re-delivery of Notes, Files and Documents. For any Loan Asset that qualifies for re-purchase under pursuant to this ArticleArticle VI, the Company shallmust: (a) re-endorse and deliver the Note with respect to any Loan or Underlying Loan to the Initial Member Transferor (or its designee); (b) assign all Underlying Collateral Documents associated with such Loan Asset and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Property, together with such other documents or instruments as shall may be necessary or appropriate to convey the Loan Asset (including any related Receiver Acquired Property or Company Acquired PropertyProperty and including any related equity interests in an Ownership Entity) back to the Initial Member Transferor (or its designee); (c) deliver to the Initial Member Transferor (or its designee) the Loan Asset File, along with any additional records compiled or accumulated by the Company pertaining to the LoanAsset; (d) take such actions as are necessary necessary, or as the Transferor reasonably may specify, (x) to transfer from the Company to the Initial Member Transferor any litigation (including any Assumed Closing Date Asset Litigation) or bankruptcy action involving the subject LoanAsset (including to transfer from the Company to the Transferor sole control over such litigation or bankruptcy action), including substituting the duties of the Company for the Initial Member Transferor and the Initial Member Transferor for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment CD, substituting the duties of the Assignor (as such term is defined therein) for the Assignee (as such term is defined therein) and the Assignee for the Assignor, and (y) to re- transfer to the Transferor any rights transferred to the Company pursuant to the first sentence of Section 4.7; (e) transfer to the Transferor any positive escrow balances held in the Escrow Accounts with respect to such Asset, without offset against any negative escrow balances; and (ef) deliver to the Initial Member Transferor (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that (i) as of the date of purchase repurchase by the Initial Member Transferor none of the conditions relieving the Initial Member Transferor of its obligation to purchase repurchase the Loan Asset as specified in Section 6.4 6.5 has occurredoccurred and (ii) the Company has complied with the requirements of clauses (a) through (e) of this sentence. The documents evidencing the conveyance of the Loan Asset to the Initial Member shall Transferor will be substantially the same as those executed pursuant to Article III of this Agreement to convey the Loan Asset to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Loan Asset to the Company, the Company shall must cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance reconveyance of the Loan Asset to the Initial MemberTransferor. Upon compliance by the Company with the provisions hereofof this Section 6.4 above, the Initial Member shall Transferor will pay to the Company the Repurchase Price, and the Repurchase Price will be deposited into the Collection Account (and such Repurchase Price shall will constitute Loan Asset Proceeds for purposes of the Custodial and Paying Agency Agreement). The Company must comply with the last sentence of Section 4.7 (applied mutatis mutandis) with respect to any Asset repurchased pursuant to this Section 6.4.

Re-delivery of Notes, Files and Documents. For any Loan that qualifies for purchase repurchase under this Article, the Company shall: (a) re-endorse and deliver the Note to the Initial Member (or its designee); (b) assign all Underlying Collateral Documents associated with such Loan and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Property, together with such other documents or instruments as shall be necessary or appropriate to convey the Loan (including any related Receiver Acquired Property or Company Acquired Property) back to the Initial Member (or its designee); (c) deliver to the Initial Member (or its designee) the Loan File, along with any additional records compiled or accumulated by the Company pertaining to the Loan; (d) take such actions as are necessary to transfer from the Company to the Initial Member any litigation or bankruptcy action involving the subject Loan, including substituting the duties of the Company for the Initial Member and the Initial Member for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment C, substituting the duties of the Assignor (as defined therein) for the Assignee (as defined therein) and the Assignee for the Assignor; and (e) deliver to the Initial Member (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that as of the date of purchase repurchase by the Initial Member none of the conditions relieving the Initial Member of its obligation to purchase repurchase the Loan as specified in Section 6.4 has occurred. The documents evidencing the conveyance of the Loan to the Initial Member shall be substantially the same as those executed pursuant to Article III of this Agreement to convey the Loan to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Loan to the Company, the Company shall cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance reconveyance of the Loan to the Initial Member. Upon compliance by the Company with the provisions hereof, the Initial Member shall pay to the Company the Repurchase Price, and such Repurchase Price shall constitute Loan Proceeds for purposes of the Custodial and Paying Agency Agreement.

Re-delivery of Notes, Files and Documents. For any Loan that qualifies for purchase under this Article, the Company shall: (a) re-endorse and deliver the Note to the Initial Member (or its designee); , (b) assign all Underlying Collateral Documents associated with such Loan and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Propertytransferred by special warranty deed pursuant to Section 2.5, together with such other documents or instruments as shall be necessary or appropriate to convey the Loan (including any related Receiver Acquired Property or Company Acquired Property) back to the Initial Member (or its designee); , (c) deliver to the Initial Member (or its designee) the Loan File, along with any additional records compiled or accumulated by the Company pertaining to the Loan; , and (d) take such actions as are necessary to transfer from the Company to the Initial Member any litigation or bankruptcy action involving the subject Loan, including substituting the duties of the Company for the Initial Member and the Initial Member for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment C, substituting the duties of the Assignor (as defined therein) for the Assignee (as defined therein) and the Assignee for the Assignor; and (e) deliver to the Initial Member (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that as of the date of purchase by the Initial Member none of the conditions relieving the Initial Member of its obligation to purchase the Loan as specified in Section 6.4 has occurred. The documents evidencing the such conveyance of the Loan to the Initial Member shall be substantially the same as those executed pursuant to Article III of this Agreement to convey the Loan to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Loan to the Company, the Company shall cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance of the Loan to the Initial Member. Upon compliance by the Company with the provisions hereof, the Initial Member shall pay to the Company the Repurchase Price, and such Repurchase Price shall constitute Loan Proceeds for purposes of the Custodial and Paying Agency Participation Agreement.

Re-delivery of Notes, Files and Documents. For any Loan Asset that qualifies for re-purchase under pursuant to this Article, the Company shall: (a) re-endorse and deliver the Note with respect to any Loan or Underlying Loan to the Initial Member (or its designee); (b) assign all Underlying Collateral Documents associated with such Loan Asset and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Property, together with such other documents or instruments as shall be necessary or appropriate to convey the Loan Asset (including any related Receiver Acquired Property or Company Acquired PropertyProperty and including any related equity interests in an Ownership Entity) back to the Initial Member (or its designee); (c) deliver to the Initial Member (or its designee) the Loan Asset File, along with any additional records compiled or accumulated by the Company pertaining to the LoanAsset; (d) take such actions as are necessary to transfer from the Company to the Initial Member any litigation or bankruptcy action involving the subject LoanAsset, including substituting the duties of the Company for the Initial Member and the Initial Member for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment CD, substituting the duties of the Assignor (as such term is defined therein) for the Assignee (as such term is defined therein) and the Assignee for the Assignor; and (e) deliver to the Initial Member (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that as of the date of purchase by the Initial Member none of the conditions relieving the Initial Member of its obligation to purchase the Loan Asset as specified in Section 6.4 has occurred. The documents evidencing the conveyance of the Loan Asset to the Initial Member shall be substantially the same as those executed pursuant to Article III of this Agreement to convey the Loan Asset to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Loan Asset to the Company, the Company shall cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance of the Loan Asset to the Initial Member. Upon compliance by the Company with the provisions hereofof this Section 6.3, the Initial Member shall pay to the Company the Repurchase Price, and such the Repurchase Price shall constitute Loan Proceeds for purposes be applied in the manner set forth in Section 5.1 of the Custodial and Paying Agency Agreement.

Re-delivery of Notes, Files and Documents. For any Loan Asset that qualifies for re-purchase under pursuant to this Article, the Company shall: (a) re-endorse and deliver the Note with respect to any Loan or Underlying Loan to the Initial Member (or its designee); (b) assign all Underlying Collateral Documents associated with such Loan Asset and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Property, together with such other documents or instruments as shall be necessary or appropriate to convey the Loan Asset (including any related Receiver Acquired Property or Company Acquired PropertyProperty and including any related equity interests in an Ownership Entity) back to the Initial Member (or its designee); (c) deliver to the Initial Member (or its designee) the Loan Asset File, along with any additional records compiled or accumulated by the Company pertaining to the LoanAsset; (d) take such actions as are necessary to transfer from the Company to the Initial Member any litigation or bankruptcy action involving the subject LoanAsset, including substituting the duties of the Company for the Initial Member and the Initial Member for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment CD, substituting the duties of the Assignor (as such term is defined therein) for the Assignee (as such term is defined therein) and the Assignee for the Assignor; and (e) deliver to the Initial Member (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that as of the date of purchase by the Initial Member none of the conditions relieving the Initial Member of its obligation to purchase the Loan Asset as specified in Section 6.4 has occurred. The documents evidencing the conveyance of the Loan Asset to the Initial Member shall be substantially the same as those executed pursuant to Article III of this Agreement to convey the Loan Asset to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Loan Asset to the Company, the Company shall cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance of the Loan Asset to the Initial Member. Upon compliance Compliance by the Company with the provisions hereofof this Section 6.3, the Initial Member shall pay to the Company the Repurchase Price, and such the Repurchase Price shall constitute Loan Proceeds for purposes be applied in the manner set forth in Section 5.1 of the Custodial and Paying Agency Agreement.

Re-delivery of Notes, Files and Documents. For any Mortgage Loan that qualifies for re-purchase under this Article, the Company shall: (a) re-endorse and deliver the Note to the Initial Member (or its designee); (b) assign all Underlying Collateral Documents associated with such Mortgage Loan and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Property, together with such other documents or instruments as shall be necessary or appropriate to convey the Mortgage Loan (including any related Receiver Acquired Property or Company Acquired Property) back to the Initial Member (or its designee); (c) deliver to the Initial Member (or its designee) the Mortgage Loan File, along with any additional records compiled or accumulated by the Company pertaining to the Mortgage Loan; (d) take such actions as are necessary to transfer from the Company to the Initial Member any litigation or bankruptcy action involving the subject Mortgage Loan, including substituting the duties of the Company for the Initial Member and the Initial Member for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment C, substituting the duties of the Assignor (as defined therein) for the Assignee (as defined therein) and the Assignee for the Assignor; and (e) deliver to the Initial Member (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that as of the date of purchase by the Initial Member none of the conditions relieving the Initial Member of its obligation to purchase the Mortgage Loan as specified in Section 6.4 has occurred. The documents evidencing the conveyance of the Mortgage Loan to the Initial Member shall be substantially the same as those executed pursuant to Article III of this Agreement to convey the Mortgage Loan to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Mortgage Loan to the Company, the Company shall cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance of the Mortgage Loan to the Initial Member. Upon compliance by the Company with the provisions hereof, the Initial Member shall pay to the Company the Repurchase Price, and such Repurchase Price shall constitute Mortgage Loan Proceeds for purposes of the Custodial and Paying Agency Agreement.

Re-delivery of Notes, Files and Documents. For any Loan Asset that qualifies for re-purchase under pursuant to this ArticleArticle VI, the Company shallmust: (a) re-endorse and deliver the Note with respect to any Loan or Underlying Loan to the Initial Member Transferor (or its designee); (b) assign all Underlying Collateral Documents associated with such Loan Asset and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Property, together with such other documents or instruments as shall may be necessary or appropriate to convey the Loan Asset (including any related Receiver Acquired Property or Company Acquired PropertyProperty and including any related equity interests in an Ownership Entity) back to the Initial Member Transferor (or its designee); (c) deliver to the Initial Member Transferor (or its designee) the Loan Asset File, along with any additional records compiled or accumulated by the Company pertaining to the LoanAsset; (d) take such actions as are necessary necessary, or as the Transferor reasonably may specify, (x) to transfer from the Company to the Initial Member Transferor any litigation (including any Assumed Closing Date Asset Litigation) or bankruptcy action involving the subject LoanAsset (including to transfer from the Company to the Transferor sole control over such litigation or bankruptcy action), including substituting the duties of the Company for the Initial Member Transferor and the Initial Member Transferor for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment CD, substituting the duties of the Assignor (as such term is defined therein) for the Assignee (as such term is defined therein) and the Assignee for the Assignor, and (y) to re-transfer to the Transferor any rights transferred to the Company pursuant to the first sentence of Section 4.7; (e) transfer to the Transferor any positive escrow balances held in the Escrow Accounts with respect to such Asset, without offset against any negative escrow balances; and (ef) deliver to the Initial Member Transferor (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that (i) as of the date of purchase repurchase by the Initial Member Transferor none of the conditions relieving the Initial Member Transferor of its obligation to purchase repurchase the Loan Asset as specified in Section 6.4 6.5 has occurredoccurred and (ii) the Company has complied with the requirements of clauses (a) through (e) of this sentence. The documents evidencing the conveyance of the Loan Asset to the Initial Member shall Transferor will be substantially the same as those executed pursuant to Article III of this Agreement to convey the Loan Asset to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Loan Asset to the Company, the Company shall must cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance reconveyance of the Loan Asset to the Initial MemberTransferor. Upon compliance by the Company with the provisions hereofof this Section 6.4 above, the Initial Member shall Transferor will pay to the Company the Repurchase Price, and the Repurchase Price will be deposited into the Collection Account (and such Repurchase Price shall will constitute Loan Asset Proceeds for purposes of the Custodial and Paying Agency Agreement). The Company must comply with the last sentence of Section 4.7 (applied mutatis mutandis) with respect to any Asset repurchased pursuant to this Section 6.4.

Re-delivery of Notes, Files and Documents. For any Loan Asset that qualifies for re-purchase under pursuant to this ArticleArticle VI, the Company shall: (a) re-endorse and deliver the Note with respect to any Loan or Underlying Loan to the Initial Member Transferor (or its designee); (b) assign all Underlying Collateral Documents associated with such Loan Asset and reconvey any real property subject to a Contract for Deed or any related Receiver Acquired Property or Company Acquired Property, together with such other documents or instruments as shall be necessary or appropriate to convey the Loan Asset (including any related Receiver Acquired Property or Company Acquired PropertyProperty and including any related equity interests in an Ownership Entity) back to the Initial Member Transferor (or its designee); (c) deliver to the Initial Member Transferor (or its designee) the Loan Asset File, along with any additional records compiled or accumulated by the Company pertaining to the LoanAsset; (d) take such actions as are necessary necessary, or as the Transferor reasonably may specify, (x) to transfer from the Company to the Initial Member Transferor any litigation (including any Assumed Closing Date Asset Litigation) or bankruptcy action involving the subject LoanAsset (including to transfer from the Company to the Transferor sole control over such litigation or bankruptcy action), including substituting the duties of the Company for the Initial Member Transferor and the Initial Member Transferor for the Company, and with respect to the Affidavit and Assignment of Claim, the form of which is attached to this Agreement as Attachment CD, substituting the duties of the Assignor (as such term is defined therein) for the Assignee (as such term is defined therein) and the Assignee for the Assignor, and (y) to re- transfer to the Transferor any rights transferred to the Company pursuant to the first sentence of Section 4.7; (e) transfer to the Transferor any positive escrow balances held in the Escrow Accounts with respect to such Asset, without offset against any negative escrow balances; and (ef) deliver to the Initial Member Transferor (or its designee) a certification, notarized and executed under penalty of perjury by a duly authorized representative of the Company, certifying that (i) as of the date of purchase repurchase by the Initial Member Transferor none of the conditions relieving the Initial Member Transferor of its obligation to purchase repurchase the Loan Asset as specified in Section 6.4 has occurredoccurred and (ii) the Company has complied with the requirements of clauses (a) through (e) of this sentence. The documents evidencing the conveyance of the Loan Asset to the Initial Member Transferor shall be substantially the same as those executed pursuant to Article III of this Agreement to convey the Loan Asset to the Company. In all cases in which the Company recorded or filed among public records any document or instrument evidencing a transfer of the Loan Asset to the Company, the Company shall cause to be recorded or filed among such records a similar document or instrument evidencing the conveyance reconveyance of the Loan Asset to the Initial MemberTransferor. Upon compliance by the Company with the provisions hereofof this Section 6.3 above, the Initial Member Transferor shall pay to the Company the Repurchase Price, and the Repurchase Price shall be deposited into the Collection Account (and such Repurchase Price shall constitute Loan Asset Proceeds for purposes of the Custodial and Paying Agency Agreement). The Company shall comply with the last sentence of Section 4.7 (applied mutatis mutandis) with respect to any Asset repurchased pursuant to this Section 6.3.