Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan. (b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 at the Termination Price and thereby cause the retirement of the related Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 15 contracts
Samples: Trust Agreement (GSR Mortgage Loan Trust 2006-7f), Trust Agreement (GSR Mortgage Loan Trust 2006-8f), Trust Agreement (GSR Mortgage Loan Trust 2007-2f)
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(bi) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans in Loan Group 1 is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans in Loan Group 1 and any other assets in REMIC LT1 at the Termination Price and thereby cause the retirement of the related Certificates.
(ii) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans in Loan Group 2 is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans in Loan Group 2 and any other assets in REMIC LT2 at the Termination Price and thereby cause the retirement of the related Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account, the REMIC LT2 Distribution Account, the REMIC LT3 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 3 contracts
Samples: Trust Agreement (GSR Mortgage Loan Trust 2005-9f), Trust Agreement (GSR Mortgage Loan Trust 2005-9f), Trust Agreement (Structured Asset Securities Corp)
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding Notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this the Trust Agreement shall terminate (a) with respect to the Track 1 Loans upon payment to the applicable Certificateholders of all applicable amounts held in the Collection Account, the Certificate Account and the REMIC I Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 at the Termination Price and thereby cause the retirement of the related Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan related to the Track 1 Loan Group remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate related to the Track 1 Loan Group by the Master Servicer upon the date on which the aggregate Scheduled Principal Balance of the Track 1 Loans is equal to or less than 10% of the aggregate Scheduled Principal Balance of such Track 1 Loans as provided aboveof the Cut-Off Date and (b) with respect to the Track 2 Loans upon payment to the applicable Certificateholders of all applicable amounts held in the Collection Account, the Certificate Account and the REMIC II Distribution Account required to be paid to such Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan related to the Track 2 Loan Group remaining in the Trust or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the repurchase of all of the assets of the Trust related to the Track 2 Loan Group by the Master Servicer upon the date on which the aggregate Scheduled Principal Balance of the Track 2 Loans is equal to or less than 10% of the aggregate Scheduled Principal Balance of such Track 2 Loans as of the Cut-Off Date. Written notice of any such termination shall be given to each applicable Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the such Certificates at an office or agency appointed by the Securities Administrator, Trustee which shall will be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 2 contracts
Samples: Trust Agreement (GSR Mortgage Loan Trust 2005-Ar7), Master Servicing and Trust Agreement (GSR Mortgage Loan Trust 2005-Ar4)
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall will terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 at the Termination Price and thereby cause the retirement of the related Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate by The Master Servicer (and if The Master Servicer does not notify the Trustee of its intention to purchase the assets within a period of five Business Days from the first date on which such condition is satisfied, the Depositor may cause The Master Servicer to (i) exercise such right and (ii) sell the Mortgage Loans to the Depositor) upon the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is equal to or less than 1.00% of the aggregate Scheduled Principal Balance of such Mortgage Loans as provided aboveof the Cut-Off Date. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall will be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 2 contracts
Samples: Trust Agreement (GSR Mortgage Loan Trust 2005-1f), Trust Agreement (GSR Mortgage Loan Trust 2004-15f)
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 9.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 110% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date Date, the Master Servicer shall have the right to purchase (or cause to be purchased) the remaining Mortgage Loans and any other assets in the REMIC LT1 at the Termination Price and thereby cause the retirement of the related CertificatesCertificates issued by the REMIC. Notwithstanding Moreover, notwithstanding anything to the contrary contained hereinin Section 9.02 of the Standard Terms, the obligations created by the Trust Agreement shall will terminate upon payment to the Certificateholders of all amounts held in the Certificate Collection Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate by the Depositor (or its designee) as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities AdministratorTrustee, which shall will be specified in the notice of termination. Any repurchase of the assets of the Trust Estate by the Depositor (or its designee) pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 2 contracts
Samples: Trust Agreement (Gs Mortgage Securities Corp Mort Pass THR Ce Ser 2002-11f), Trust Agreement (Gs Mortgage Securities Corp Mort Pass THR Ce Ser 2002-11f)
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and no Certificate outstanding is beneficially owned by a Plan, the Master Servicer Class C Certificateholder (provided that the Class C Certificateholder is not the Depositor nor any affiliate of the Depositor) shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 I-1 at the Termination Price and thereby cause the retirement of the related Certificates. On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and a Certificate outstanding is beneficially owned by a Plan, the Class C Certificateholder (provided that the Class C Certificateholder is not the Depositor nor any affiliate of the Depositor) shall have the right to direct the Master Servicer to purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. In the event the Class C Certificateholder does not exercise its option (or does not direct the Master Servicer to exercise its option) as provided in one of the preceding two sentences within ten days following the first Distribution Date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date, the Master Servicer shall have the option to purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 I Distribution Account and the REMIC MT II Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 2 contracts
Samples: Trust Agreement (GSR Mortgage Loan Trust 2005-5f), Trust Agreement (GSR Mortgage Loan Trust 2005-6f)
Redemption of Certificates. Redemption at the Option of the Transferor; Election to Redeem. The Transferor shall have the option to redeem (a) There at any time except as may be otherwise specified in the related Supplement, all of the Outstanding Certificates of any Series of Class B Certificates at any time after the Outstanding Principal Amount of such Class of Certificates in the Series is less than 10% of the original Outstanding Principal Amount of such Class of Certificates as of the related Delivery Date and provided that the Outstanding Principal Amount of the Related Series of Class A Certificates has been reduced to zero and (b) all of the Outstanding Certificates of any Series of Class A Certificates, at any time after the Outstanding Principal Amount of such Class of Certificates in the Series is less than 10% of the Outstanding Principal Amount of such Class of Certificates as of the related Funding Termination Date, in each case at the applicable Redemption Price plus any fees due hereunder and all amounts due to MBIA under the Insurance Agreement. With respect to any redemption permitted by clause (b) above, MBIA shall be no right have the same option to redemption redeem any Series of Class A Certificates in the absence of the exercise thereof by the Transferor. The Transferor shall set the Redemption Date and the Redemption Record Date for a Series of Certificates and give notice thereof to the Trustee pursuant to Section 10.01 10.02 hereof. Installments of the Standard Terms. Moreover, notwithstanding anything interest and principal that are due regarding a Series of Certificates on or prior to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement related Redemption Date shall terminate upon payment continue to be payable to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance Holders of such Mortgage Loans Certificates called for redemption as of the Cut-Off Date relevant Record Dates according to their terms and the Master Servicer shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 at the Termination Price and thereby cause the retirement provisions of Section 2.08 hereof. The election of the related Certificates. Notwithstanding anything Transferor or MBIA to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or redeem any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Class A Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at evidenced by a price equal Board Resolution or written notice from MBIA, respectively, directing the Trustee to make the Termination Pricepayment of the Redemption Price on all of the Certificates to be redeemed from monies deposited with the Trustee pursuant to Section 10.04 hereof.
Appears in 1 contract
Samples: Trust and Security Agreement (Granite Financial Inc)
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(bi) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans in Loan Group 1 and Loan Group 3 is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans in Loan Group 1 and Loan Group 3 and any other assets in REMIC LT1 at the Termination Price and thereby cause the retirement of the related Certificates.
(ii) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans in Loan Group 2 is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans in Loan Group 2 and any other assets in REMIC LT2 at the Termination Price and thereby cause the retirement of the related Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account, the REMIC LT2 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 1 contract
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall will terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate Fund or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and no Certificate outstanding is beneficially owned by a Plan, the Master Servicer Class C Certificateholder shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 I-1 at the Termination Price and thereby cause the retirement of the related Certificates. On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and a Certificate outstanding is beneficially owned by a Plan, the Class C Certificateholder shall have the right to direct the Master Servicer to purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. If the Depositor or its affiliate is a Class C Certificateholder, the Depositor may only exercise its right to direct the Master Servicer to purchase the Mortgage Loans pursuant to this Section 4.03 with at least one other unaffiliated Person that holds at least a 10% interest in the Class C Certificates. In the event the Class C Certificateholder does not exercise its option (or does not direct the Master Servicer to exercise its option) as provided herein, the Master Servicer shall have the option to purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and Account, the REMIC LT1 I Distribution Account and the REMIC MT II Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate Fund or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate Fund as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall will be specified in the notice of termination. Any repurchase of the assets of the Trust Estate Fund pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 1 contract
Redemption of Certificates. Section 10.01 Redemption at the Option of the Transferor; Election to Redeem. The Transferor shall have the option to redeem (a) There all of the Outstanding Class B Certificates at any time after the Class A Certificates have been redeemed or the Class A Certificate Balance has been reduced to zero and (b) all of the Outstanding Class A Certificates at any time after the Class A Certificate Balance is less than 10% of the Class A Certificate Balance as of the Closing Date, in each case at the applicable Redemption Price plus any fees due hereunder and all amounts due to MBIA under the Insurance Agreement. With respect to any redemption permitted by clause (b) above, MBIA shall be no right have the same option to redemption redeem the Class A Certificates in the absence of the exercise thereof by the Transferor. The Transferor shall set the Redemption Date and the Redemption Record Date for the Certificates and give notice thereof to the Trustee pursuant to Section 10.01 10.02 hereof. Installments of the Standard Terms. Moreover, notwithstanding anything principal and interest that are due regarding a Class of Certificates on or prior to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement related Redemption Date shall terminate upon payment continue to be payable to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance Holders of such Mortgage Loans Certificates called for redemption as of the Cut-Off Date relevant Record Dates according to the Master Servicer shall have terms and the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 at the Termination Price and thereby cause the retirement provisions of Section 2.08 hereof. The election of the related Certificates. Notwithstanding anything Transferor or MBIA to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or redeem any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at evidenced by a price equal Board Resolution or written notice from MBIA, respectively, directing the Trustee to make the Termination Pricepayment of the Redemption Price on all of the Certificates to be redeemed from monies deposited with the Trustee pursuant to Section 10.04 hereof.
Appears in 1 contract
Samples: Trust and Security Agreement (Granite Financial Inc)
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% [1]% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 at the Termination Price and thereby cause the retirement of the related Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 1 contract
Samples: Master Servicing and Trust Agreement (Gs Mortgage Securities Corp)
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 9.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans in any Loan Group is less than or equal to 110% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date Date, the Master Servicer Servicers (and if not exercised by the Servicers within a period of five Business Days from the first date on which such condition is satisfied, the Depositor) shall have the right to purchase (or cause to be purchased) the remaining Mortgage Loans in such Loan Group and any other assets in the related REMIC LT1 at the Termination Price and thereby cause the retirement of the related CertificatesCertificates issued by such REMIC. Notwithstanding Moreover, notwithstanding anything to the contrary contained hereinin Section 9.02 of the Standard Terms, the obligations created by the Trust Agreement shall will terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and Collection Account, the REMIC LT1 I-2 Distribution Account and the REMIC MT II-2 Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate by the Depositor (or its designee) as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, Trustee which shall will be specified in the notice of termination. Any repurchase of the assets of the Trust Estate by the Depositor (or its designee) pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
Appears in 1 contract
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall will terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 at the Termination Price and thereby cause the retirement of the related Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate by Xxxxx Fargo (and if Xxxxx Fargo does not notify the Trustee of its intention to purchase the assets within a period of five Business Days from the first date on which such condition is satisfied, the Depositor may cause Xxxxx Fargo to (i) exercise such right and (ii) sell the Mortgage Loans to the Depositor) upon the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is equal to or less than 1.00% of the aggregate Scheduled Principal Balance of such Mortgage Loans as provided aboveof the Cut-Off Date. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall will be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
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Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment distribution to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans in Loan Group [ ] is less than or equal to 1[ ]% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the [Master Servicer Servicer][holder of the Class [ ] Certificates][specify other person] shall have the right to purchase the remaining Mortgage Loans in such Loan Group and any other assets in REMIC LT1 in respect of the Mortgage Loans in such Loan Group at the Termination Price and thereby cause the retirement of the related Certificates.
(c) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans in Loan Group [ ] is less than or equal to [ ]% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the [Master Servicer][holder of the Class [ ] Certificates][specify other person] shall have the right to purchase the remaining Mortgage Loans in such Loan Group and any other assets in REMIC LT1 in respect of the Mortgage Loans in such Loan Group at the Termination Price and thereby cause the retirement of the related Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
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Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall will terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate Fund or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and no Certificate outstanding is beneficially owned by a Plan, the Master Servicer Class C Certificateholder shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 I-1 at the Termination Price and thereby cause the retirement of the related Certificates. On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and a Certificate outstanding is beneficially owned by a Plan, the Class C Certificateholder shall have the right to direct the Master Servicer to purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. If the Depositor or its affiliate is a Class C Certificateholder, the Depositor may only exercise its right to direct the Master Servicer to purchase the Mortgage Loans pursuant to this Section 4.03 with at least one other unaffiliated Person that holds at least a 10% interest in the Class C Certificates. In the event the Class C Certificateholder does not exercise its option (or does not direct the Master Servicer to exercise its option) as provided herein, the Master Servicer shall have the option to purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT I Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate Fund or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate Fund as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall will be specified in the notice of termination. Any repurchase of the assets of the Trust Estate Fund pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
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Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and no Certificate outstanding is beneficially owned by a Plan, the Master Servicer Class C Certificateholder (provided that the Class C Certificateholder is not the Depositor nor any affiliate of the Depositor) shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 I-1 at the Termination Price and thereby cause the retirement of the related Certificates. On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and a Certificate outstanding is beneficially owned by a Plan, the Class C Certificateholder (provided that the Class C Certificateholder is not the Depositor nor any affiliate of the Depositor) shall have the right to request that the Master Servicer purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. The Master Servicer shall accommodate such requests at its sole option. In the event the Class C Certificateholder does not exercise its option (or does not request that the Master Servicer exercise its option) as provided in one of the preceding two sentences within ten days following the first Distribution Date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date, the Master Servicer shall have the option to purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 I Distribution Account and the REMIC MT II Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
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Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 I at the Termination Price and thereby cause the retirement of the related Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT I Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
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Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and no Certificate outstanding is beneficially owned by a Plan, the Master Servicer Class C Certificateholder (provided that the Class C Certificateholder is not the Depositor nor any affiliate of the Depositor) shall have the right to purchase the remaining Mortgage Loans and any other assets in REMIC LT1 I-1 at the Termination Price and thereby cause the retirement of the related Certificates. On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date and a Certificate outstanding is beneficially owned by a Plan, the Class C Certificateholder (provided that the Class C Certificateholder is not the Depositor nor any affiliate of the Depositor) shall have the right to direct the Master Servicer to purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. The Master Servicer shall accommodate such requests at its sole option. In the event the Class C Certificateholder does not exercise its option (or does not direct the Master Servicer to exercise its option) as provided in one of the preceding two sentences within ten days following the first Distribution Date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 1% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date, the Master Servicer shall have the option to purchase the remaining Mortgage Loans and any other assets in REMIC I-1 at the Termination Price and thereby cause the retirement of the Certificates. Notwithstanding anything to the contrary contained herein, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 I Distribution Account and the REMIC MT II Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
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Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 9.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than or equal to 110% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date the Master Servicer Date, Bank of America shall have the right to purchase (or cause to be purchased) the remaining Mortgage Loans and any other assets in the related REMIC LT1 at the Termination Price and thereby cause the retirement of the related CertificatesCertificates issued by such REMIC. Notwithstanding Moreover, notwithstanding anything to the contrary contained hereinin Section 9.02 of the Standard Terms, the obligations created by the Trust Agreement shall will terminate upon payment to the Certificateholders of all amounts held in the Certificate Collection Account and the REMIC LT1 Distribution Account and the REMIC MT I-2 Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreement, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and (ii) the purchase repurchase of all of the assets of the Trust Estate by the Depositor (or its designee) as provided above. Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities AdministratorTrustee, which shall will be specified in the notice of termination. Any repurchase of the assets of the Trust Estate by the Depositor (or its designee) pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
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Samples: Trust Agreement (Gs Mortgage Securities Corp Mor Pass THR Cer Ser 2002-8f)
Redemption of Certificates. (a) There shall be no right to redemption pursuant to Section 10.01 of the Standard Terms. Moreover, notwithstanding anything to the contrary in Section 10.02 of the Standard Terms, the obligations created by this Trust Agreement shall will terminate upon payment to the Certificateholders of all amounts held in the Collection Account, the Certificate Account and the Distribution Account required to be paid to the Certificateholders pursuant to this Trust Agreement, following the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate Fund or the disposition of all property acquired upon foreclosure of any such Mortgage Loan.
(b) On or after the date any Distribution Date on which the aggregate Scheduled Principal Balance of the Mortgage Loans Loans, after giving effect to distributions on such date, is equal to or less than or equal to 11.00% of the aggregate Scheduled Principal Balance of such Mortgage Loans as of the Cut-Off Date Date, the Master Servicer Securities Administrator (or its agent) shall have begin to solicit bids in a commercially reasonable manner for the right to purchase of the remaining Mortgage Loans and any all other assets in REMIC LT1 at the Termination Price and thereby cause the retirement property of the related CertificatesTrust Fund on a non-recourse basis with no representations or warranties of any nature whatsoever by the Trustee (such event, the “Auction Call”). Notwithstanding anything The first such Distribution Date is the “Initial Auction Call Date.” To effectuate such sale, the Securities Administrator (or an agent thereof) shall make reasonable efforts to sell all of the property of the Trust Fund for its fair market value in a commercially reasonable manner and on commercially reasonable terms, which shall include the good faith solicitation of competitive bids to prospective purchasers that are recognized broker dealers. The Securities Administrator (or an agent thereof) shall sell all of the property of the Trust Fund to the contrary contained hereinhighest bidder; provided, the obligations created by the Trust Agreement shall terminate upon payment to the Certificateholders of all amounts held in the Certificate Account and the REMIC LT1 Distribution Account and the REMIC MT Distribution Account required to be paid to the Certificateholders pursuant to the Trust Agreementthat, following the earlier of: (i) the final payment or other liquidation (or any Advance with respect thereto) of sale price shall not be less than the last Mortgage Loan remaining in the Trust Estate or the disposition of all property acquired upon foreclosure of any such Mortgage Loan and Minimum Bid Price, (ii) the purchase Securities Administrator (or its agent) shall have received bids from no fewer than three prospective purchasers (other than the Class R2 Certificateholder and any Affiliate of the Class R2 Certificateholder) and (iii) such sale price shall be deposited with the Securities Administrator prior to the Distribution Date following the month in which such bid is received. The Securities Administrator and its agent shall be entitled to reimbursement from the Trust Fund for all reasonable costs and expenses incurred by it under this Section 4.03(b). If after following the procedures set forth in the immediately preceding paragraph the Securities Administrator (or its agent) is unable to identify a prospective purchaser of the property of the Trust Fund that is willing to pay the Minimum Bid Price therefor, the above-specified process shall be repeated at three-month intervals until the earlier of (i) all of the assets property of the Trust Estate as provided aboveFund has been sold or (ii) the Master Servicer purchased all of the property of the Trust Fund pursuant to Section 4.03(c) below.
(c) On any Distribution Date occurring six months after the Initial Auction Call Date, the Master Servicer has the option to cause the Securities Administrator to sell to the Master Servicer all of the Trust Fund’s property. Upon exercise of such option, the property of the Trust Fund shall be sold to the Master Servicer at a price equal to the Termination Price. Each Servicer (or the Trustee or Securities Administrator, if applicable) shall be reimbursed from the Termination Price for any Mortgage Loan or related REO Property for any Advances made or other amounts advanced with respect to the Mortgage Loans that are reimbursable to the Trustee or the Securities Administrator under this Agreement or the related Servicing Agreement (or to the Trustee or the Securities Administrator hereunder), together with any accrued and unpaid compensation due to the Trustee or the Securities Administrator hereunder or the Servicers thereunder, and the Trustee and Securities Administrator shall be entitled to be reimbursed from the Termination Price for any related amounts owed to the Trustee or the Securities Administrator hereunder.
(d) Written notice of termination shall be given to each Certificateholder, and the final distribution shall be made only upon surrender and cancellation of the Certificates at an office or agency appointed by the Securities Administrator, which shall will be specified in the notice of termination. Any repurchase of the assets of the Trust Estate pursuant to this Section 4.03 shall be made at a price equal to the Termination Price.
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