Release of Security Interest in Pledged Assets. (a) Except as provided in Section 3.3(b) below, Pledged Loans will be released from Agent’s security interest only against payment to Agent of the Release Amount in connection with those Pledged Loans. If Pledged Loans are transferred to a pool custodian or an investor for inclusion in a Mortgage Pool and Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, Agent’s security interest continues in the Pledged Loans backing that Pledged Security and Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement. (b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to Agent (including delivery to or registration in the name of a third party on behalf of Agent), and that Agency Security is a Pledged Security. Agent’s security interest in that Pledged Security will be released only against payment to Agent of the Release Amount in connection with the Mortgage Loans backing that Pledged Security. (c) The Agent for the benefit of the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of Agent. Agent has no duty or obligation to deliver Pledged Securities to an Investor or to credit Pledged Securities to the account of an Investor or the Investor’s designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrower acknowledges that Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrower agrees, upon request of Agent, to execute and deliver to those securities intermediaries the Borrower’s written concurrence in any such standing arrangements. (d) If no Event of Default has occurred and is continuing, the Borrower may redeem a Pledged Loan or Pledged Security from Agent’s security interest by notifying Agent of its intention to redeem the Pledged Loan or Pledged Security from pledge and paying, or causing an Investor to pay, to Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that Pledged Security. (e) If an Event of Default has occurred and is continuing, Agent may, with no liability to the Borrower or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset. (f) The amount (“Release Amount”) to be paid by the Borrower to obtain the release of Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while an Event of Default exists, the full Committed Purchase Price therefor, or amount paid to Agent in a commercially reasonable disposition of that Pledged Asset by the Agent in the exercise of its rights and remedies under this Agreement.
Appears in 2 contracts
Samples: Warehousing Credit and Security Agreement (Centerline Holding Co), Warehousing Credit and Security Agreement (Centerline Holding Co)
Release of Security Interest in Pledged Assets. (a) 3.3.1 Except as provided in Section 3.3(b) belowSections 3.3.2 and 3.3.4, Pledged Loans will be released from the Agent’s security interest only against payment to the Agent of the Release Amount in connection with those Pledged Loans. If Pledged Loans are transferred to a pool custodian or an investor Approved Custodian for inclusion in a Mortgage Pool and the Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Agent’s security interest continues in the Pledged Loans backing that Pledged Security and the Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement.
(b) 3.3.2 If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Agent (including delivery to or registration in the name of a third party on behalf of the Agent), and that Agency Security is a Pledged Security. The Agent’s security interest in that Pledged Security will be released only against payment to the Agent of the Release Amount in connection with relating to the Mortgage Loans backing that Pledged Security.
(c) 3.3.3 The Agent for the benefit of the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, the Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of the Agent. The Agent has no duty or obligation to deliver Pledged Securities to an Approved Investor or to credit Pledged Securities to the account of an Approved Investor or the Approved Investor’s designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrower acknowledges Borrowers acknowledge that the Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrower agreesBorrowers agree, upon request of the Agent, to execute and deliver to those securities intermediaries the Borrower’s Borrowers’ written concurrence in any such standing arrangements.
(d) 3.3.4 If no Default or Event of Default has occurred and is continuing, the Borrower Borrowers may redeem a Pledged Loan or Pledged Security from the Agent’s security interest by notifying the Agent of its intention to redeem the Pledged Loan or Pledged Security Asset from pledge and either (1) paying, or causing an Approved Investor to pay, to the Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that the applicable Pledged Security, or (2) delivering substitute Collateral that, in addition to being acceptable to the Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z), when included with the remaining Collateral, result in a Collateral Value of all Collateral held by the Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance Rates.
(e) If an 3.3.5 After a Default or Event of Default has occurred and is continuing, the Agent may, with no liability to the Borrower Borrowers or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset.
(f) 3.3.6 The amount (“Release Amount”) to be paid by the Borrower Borrowers to obtain the release of the Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while an Event of Default existshas occurred and is continuing, the full Committed Purchase Price therefor, or amount paid to the Agent in a commercially reasonable disposition of that Pledged Asset by the Agent in the exercise of its rights and remedies under this Agreement.
Appears in 2 contracts
Samples: Warehousing Credit and Security Agreement (Centerline Holding Co), Warehousing Credit and Security Agreement (Centerline Holding Co)
Release of Security Interest in Pledged Assets. (a) Except as provided in Section 3.3(b) below4.3(b), Credit Agent will release its security interest in Pledged Loans will be released from Agent’s security interest and Agreements for Deed only against payment to Credit Agent of the Release Amount in connection with those Pledged LoansLoans and Agreements for Deed. If Pledged Loans are transferred to a pool custodian or an investor Investor for inclusion in a Mortgage Pool and Credit Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, Credit Agent’s security interest continues in the Pledged Loans backing that Pledged Security and Credit Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement.
(b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, Credit Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to Credit Agent (including delivery to or registration in the name of a third party on behalf of Credit Agent), ) and that Agency Security is a Pledged Security. Credit Agent’s security interest in that Pledged Security will be released only against payment to Credit Agent of the Release Amount in connection with the Mortgage Loans backing that Pledged Security.
(c) The Credit Agent for the benefit of the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such that term is defined in the UCCUniform Commercial Code of Minnesota) or its nominee, Credit Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such that term is defined in the UCCUniform Commercial Code of Minnesota) in an account containing only customer securities and credited to an account of AgentCredit Agent with respect to which Credit Agent is the entitlement holder. Credit Agent has no duty or obligation to deliver Pledged Securities to an Investor or to credit Pledged Securities to the account of an Investor or the an Investor’s designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrower acknowledges Borrowers acknowledge that Credit Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nomineedesignee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrower agreesBorrowers agree, upon request of Credit Agent, to execute and deliver to those securities intermediaries the Borrower’s Borrowers’ written concurrence in any such standing arrangements.
(d) If As long as no Default or Event of Default has occurred and is continuingexists or would occur as a result, the Borrower Borrowers may redeem a Pledged Loan or Loan, a Pledged Security or an Agreement for Deed from Credit Agent’s security interest by notifying Credit Agent of its intention to redeem the Pledged Loan or Loan, Pledged Security or Agreement for Deed from pledge and either (1) paying, or causing an Investor to pay, to Agent Credit Agent, for application as a prepayment on the principal balance of the Warehousing Notes, the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that Pledged SecuritySecurity or the Agreement for Deed, or (2) delivering substitute Collateral that, in addition to being acceptable to Credit Agent in its sole discretion, will, when included with the remaining Collateral included in the calculation of Aggregate Warehousing Collateral Value, result in an Aggregate Warehousing Collateral Value that is at least equal to the aggregate outstanding Advances.
(e) If an After a Default or Event of Default has occurred and is continuingoccurs, Credit Agent may, with no liability to the Borrower Borrowers or any Person, continue to release its security interest in any Pledged Asset Loan, Pledged Security or Pledged Agreement for Deed against payment of the Release Amount in connection with for that Pledged AssetLoan, or for the Pledged Loans backing that Pledged Security or for that Pledged Agreement for Deed.
(f) The amount (“Release Amount”) to be paid by the Borrower Borrowers to obtain the release of Credit Agent’s security interest in a Pledged Asset Loan or Pledged Agreement for Deed (“Release Amount”) will be (1) unless and until an Event in connection with the sale of Default occurs and is continuinga Pledged Loan or Pledged Agreement for Deed by Borrowers, the principal amount of the Advances outstanding against the payment required in any bailee letter pursuant to which Credit Agent ships that Pledged AssetLoan or Pledged Agreement for Deed to an Investor, and Approved Custodian, pool custodian or other party, (2) in connection with the sale of a Pledged Loan or Pledged Agreement for Deed by Credit Agent while an Event of Default exists, the full Committed Purchase Price therefor, or amount paid to Credit Agent in a commercially reasonable disposition of that Pledged Asset by Loan or Pledged Agreement for Deed and (3) otherwise, until an Event of Default occurs, the Agent in principal amount of the exercise of its rights and remedies under this AgreementWarehousing Advance outstanding against the Pledged Loan or Pledged Agreement for Deed.
Appears in 1 contract
Samples: Warehousing Credit and Security Agreement (Lennar Corp /New/)
Release of Security Interest in Pledged Assets. (a) 3.3.1 Except as provided in Section 3.3(b) below3.3.2, Pledged Loans will be released from Agent’s 's security interest only against payment to Agent of the Release Amount in connection with those Pledged Loans. If Pledged Loans are transferred to a pool custodian or an investor for inclusion in a Mortgage Pool and Agent’s 's security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, Agent’s 's security interest continues in the Pledged Loans backing that Pledged Security and Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement.
(b) 3.3.2 If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, Agent’s 's security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to Agent (including delivery to or registration in the name of a third party on behalf of Agent), and that Agency Security is a Pledged Security. Agent’s 's security interest in that Pledged Security will be released only against payment to Agent of the Release Amount in connection with the Mortgage Loans backing that Pledged Security.
(c) The 3.3.3 Agent for the benefit of the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of Agent. Agent has no duty or obligation to deliver Pledged Securities to an Investor or to credit Pledged Securities to the account of an Investor or the Investor’s 's designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrower acknowledges that Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrower agrees, upon request of Agent, to execute and deliver to those securities intermediaries the Borrower’s 's written concurrence in any such standing arrangements.
(d) 3.3.4 If no Event of Default has occurred and is continuingoccurs, the Borrower may redeem a Pledged Loan or Pledged Security from Agent’s 's security interest by notifying Agent of its intention to redeem the Pledged Loan or Pledged Security from pledge and either (1) paying, or causing an Investor to pay, to Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that Pledged Security.
(e) If an Event of Default has occurred and is continuing, Agent may, with no liability to the Borrower or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset.
(f) The amount (“Release Amount”) to be paid by the Borrower to obtain the release of Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while an Event of Default existsdelivering substitute Collateral that, the full Committed Purchase Price therefor, or amount paid in addition to being acceptable to Agent in its sole discretion will, when included with the remaining Collateral, result in a commercially reasonable disposition Warehousing Collateral Value of all Collateral held by Agent that Pledged Asset by is at least equal to the Agent in the exercise of its rights and remedies under this Agreementaggregate outstanding Loan.
Appears in 1 contract
Samples: Mortgage Warehousing Credit and Security Agreement (Chartermac)
Release of Security Interest in Pledged Assets. (a) Except as provided in Section 3.3(b3.5(b) below, Pledged Loans will be released from Agent’s 's security interest only against payment to Agent of the Release Amount in connection with those Pledged Loans. If Pledged Loans are transferred to a pool custodian or an investor for inclusion in a Mortgage Pool and Agent’s 's security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, Agent’s 's security interest continues in the Pledged Loans backing that Pledged Security and Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement.
(b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, Agent’s 's security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to Agent (including delivery to or registration in the name of a third party on behalf of Agent), and that Agency Security is a Pledged Security. Agent’s 's security interest in that Pledged Security will be released only against payment to Agent of the Release Amount in connection with the Mortgage Loans backing that Pledged Security.
(c) The Agent Collateral Custodian for the benefit of the Agent and the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of Agent. Agent has no duty or obligation to deliver Pledged Securities to an Investor or to credit Pledged Securities to the account of an Investor or the Investor’s 's designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrower acknowledges that Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrower agrees, upon request of Agent, to execute and deliver to those securities intermediaries the Borrower’s 's written concurrence in any such standing arrangements.
(d) If no Event of Default has occurred and is continuing, the Borrower may redeem a Pledged Loan or Pledged Security from Agent’s 's security interest by notifying Agent of its intention to redeem the Pledged Loan or Pledged Security from pledge and paying, or causing an Investor to pay, to Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that Pledged Security.
(e) If an Event of Default has occurred and is continuing, Agent may, with no liability to the Borrower or any Person, continue to release its security interest in any Pledged Loan or Pledged Asset against payment of the Release Amount in connection with that Pledged AssetLoan or the Pledged Loans backing that Pledged Security.
(f) The amount (“"Release Amount”") to be paid by the Borrower to obtain the release of Agent’s 's security interest in a Pledged Asset Loan will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged AssetLoan, and (2) while an Event of Default exists, the full Committed Purchase Price therefor, or amount paid to Agent in a commercially reasonable disposition of that Pledged Asset Loan by the Agent in the exercise of its rights and remedies under this Agreement.
Appears in 1 contract
Samples: Warehousing Credit and Security Agreement (Centerline Holding Co)
Release of Security Interest in Pledged Assets. (a) Except as provided in Section 3.3(b) below4.3(b), Credit Agent will release its security interest in Pledged Loans will be released from Agent’s security interest and Agreements for Deed only against payment to Credit Agent of the Release Amount in connection with those Pledged LoansLoans and Agreements for Deed. If Pledged Loans are transferred to a pool custodian or an investor Investor for inclusion in a Mortgage Pool and Credit Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, Credit Agent’s security interest continues in the Pledged Loans backing that Pledged Security and Credit Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement.
(b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, Credit Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to Credit Agent (including delivery to or registration in the name of a third party on behalf of Credit Agent), ) and that Agency Security is a Pledged Security. Credit Agent’s security interest in that Pledged Security will be released only against payment to Credit Agent of the Release Amount in connection with the Mortgage Loans backing that Pledged Security.
(c) The Credit Agent for the benefit of the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such that term is defined in the UCCUniform Commercial Code of Minnesota) or its nominee, Credit Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such that term is defined in the UCCUniform Commercial Code of Minnesota) in an account containing only customer securities and credited to an account of AgentCredit Agent with respect to which Credit Agent is the entitlement holder. Credit Agent has no duty or obligation to deliver Pledged Securities to an Investor or to credit Pledged Securities to the account of an Investor or the an Investor’s designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrower acknowledges Borrowers acknowledge that Credit Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nomineedesignee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrower agreesBorrowers agree, upon request of Credit Agent, to execute and deliver to those securities intermediaries the Borrower’s Borrowers’ written concurrence in any such standing arrangements.
(d) If no Event of Default has occurred and is continuing, the Borrower may redeem a Pledged Loan or Pledged Security from Agent’s security interest by notifying Agent of its intention to redeem the Pledged Loan or Pledged Security from pledge and paying, or causing an Investor to pay, to Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that Pledged Security.
(e) If an Event of Default has occurred and is continuing, Agent may, with no liability to the Borrower or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset.
(f) The amount (“Release Amount”) to be paid by the Borrower to obtain the release of Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuing, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while an Event of Default exists, the full Committed Purchase Price therefor, or amount paid to Agent in a commercially reasonable disposition of that Pledged Asset by the Agent in the exercise of its rights and remedies under this Agreement.
Appears in 1 contract
Samples: Warehousing Credit and Security Agreement (Lennar Corp /New/)
Release of Security Interest in Pledged Assets. (a) Except as provided in Section 3.3(b) below4.3(b), Credit Agent will release its security interest in Pledged Loans will be released from Agent’s security interest and Agreements for Deed only against payment to Credit Agent of the Release Amount in connection with those Pledged LoansLoans and Agreements for Deed. If Pledged Loans are transferred to a pool custodian or an investor Investor for inclusion in a Mortgage Pool and Credit Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, Credit Agent’s security interest continues in the Pledged Loans backing that Pledged Security and Credit Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement.
(b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, Credit Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to Credit Agent (including delivery to or registration in the name of a third party on behalf of Credit Agent), ) and that Agency Security is a Pledged Security. Credit Agent’s security interest in that Pledged Security will be released only against payment to Credit Agent of the Release Amount in connection with the Mortgage Loans backing that Pledged Security.
(c) The Credit Agent for the benefit of the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such that term is defined in the UCCUniform Commercial Code of Minnesota) or its nominee, Credit Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such that term is defined in the UCCUniform Commercial Code of Minnesota) in an account containing only customer securities and credited to an account of AgentCredit Agent with respect to which Credit Agent is the entitlement holder. Credit Agent has no duty or obligation to deliver Pledged Securities to an Investor or to credit Pledged Securities to the account of an Investor or the an Investor’s designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrower acknowledges Borrowers acknowledge that Credit Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nomineedesignee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrower agreesBorrowers agree, upon request of Credit Agent, to execute and deliver to those securities intermediaries the Borrower’s Borrowers’ written concurrence in any such standing arrangements.
(d) If no Default or Event of Default has occurred and is continuingoccurs, the Borrower Borrowers may redeem a Pledged Loan or Loan, a Pledged Security or an Agreement for Deed from Credit Agent’s security interest by notifying Credit Agent of its intention to redeem the Pledged Loan or Loan, Pledged Security or Agreement for Deed from pledge and either (1) paying, or causing an Investor to pay, to Agent Credit Agent, for application as a prepayment on the principal balance of the Warehousing Notes, the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that Pledged SecuritySecurity or the Agreement for Deed, or (2) delivering substitute Collateral that, in addition to being acceptable to Credit Agent in its sole discretion, will, when included with the remaining Collateral, result in a Warehousing Collateral Value of all Collateral held by Credit Agent that is at least equal to the aggregate outstanding Advances.
(e) If an After a Default or Event of Default has occurred and is continuingoccurs, Credit Agent may, with no liability to the Borrower Borrowers or any Person, continue to release its security interest in any Pledged Asset Loan, Pledged Security or Pledged Agreement for Deed against payment of the Release Amount in connection with for that Pledged AssetLoan, or for the Pledged Loans backing that Pledged Security or for that Pledged Agreement for Deed.
(f) The amount (“Release Amount”) to be paid by the Borrower Borrowers to obtain the release of Credit Agent’s security interest in a Pledged Asset Loan or Pledged Agreement for Deed (“Release Amount”) will be (1) unless and until an Event in connection with the sale of Default occurs and is continuinga Pledged Loan or Pledged Agreement for Deed by Borrowers, the principal amount of the Advances outstanding against the payment required in any bailee letter pursuant to which Credit Agent ships that Pledged AssetLoan or Pledged Agreement for Deed to an Investor, and Approved Custodian, pool custodian or other party, (2) in connection with the sale of a Pledged Loan or Pledged Agreement for Deed by Credit Agent while an Event of Default exists, the full Committed Purchase Price therefor, or amount paid to Credit Agent in a commercially reasonable disposition of that Pledged Asset by Loan or Pledged Agreement for Deed and (3) otherwise, until an Event of Default occurs, the Agent in principal amount of the exercise of its rights and remedies under this AgreementWarehousing Advance outstanding against the Pledged Loan or Pledged Agreement for Deed.
Appears in 1 contract
Samples: Warehousing Credit and Security Agreement (Lennar Corp /New/)
Release of Security Interest in Pledged Assets. (a) Except as provided in Section 3.3(b) below4.3(b), Pledged Loans Lender will be released from Agent’s release its security interest in the Pledged Assets only against payment to Agent Lender of the Release Amount in connection with those Pledged LoansAssets. If Pledged Loans are transferred to a pool custodian or an investor Investor for inclusion in a Mortgage Pool and AgentLender’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, AgentLender’s security interest continues in the Pledged Loans backing that Pledged Security and Agent Lender is entitled to possession of the Pledged Security in the manner provided in this Agreement.
(b) If Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, AgentLender’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to Agent Lender (including delivery to or registration in the name of a third party on behalf of Agent), Lender) and that Agency Security is a Pledged Security. AgentLender’s security interest in that Pledged Security will be released only against payment to Agent Lender of the Release Amount in connection with the Mortgage Loans backing that Pledged Security.
(c) The Agent for the benefit of the Lenders Lender has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such that term is defined in the UCCUniform Commercial Code of Minnesota) or its nominee, Agent Lender has the right to have the Pledged Securities registered in the name of a securities intermediary (as such that term is defined in the UCCUniform Commercial Code of Minnesota) in an account containing only customer securities and credited to an account of AgentLender. Agent Lender has no duty or obligation to deliver Pledged Securities to an Investor or to credit Pledged Securities to the account of an Investor or the an Investor’s designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrower acknowledges that Agent Lender may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nomineedesignee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrower agrees, upon request of AgentLender, to execute and deliver to those securities intermediaries the Borrower’s written concurrence in any such standing arrangements.
(d) If no Default or Event of Default has occurred and is continuingoccurs, the Borrower may redeem a Pledged Loan or Pledged Security Asset from AgentLender’s security interest by notifying Agent Lender of its intention to redeem the Pledged Loan or Pledged Security Asset from pledge and either (1) paying, or causing an Investor to pay, to Agent Lender, for application as a prepayment on the principal balance of the Notes, the Release Amount in connection with the Pledged Loan or Asset (including, in the case of Pledged Security, the Pledged Loans backing that Pledged Security), or (2) delivering substitute Collateral that, in addition to being acceptable to Lender in its sole discretion, will, when included with the remaining Collateral, result in a Warehousing Collateral Value of all Collateral held by Lender that is at least equal to the aggregate outstanding Warehousing Advances.
(e) If an After a Default or Event of Default has occurred and is continuingoccurs, Agent Lender may, with no liability to the Borrower or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with for that Pledged AssetAsset (including, in the case of a Pledged Security for the Pledged Loans backing that Pledged Security).
(f) The amount (“Release Amount”) to be paid by the Borrower to obtain the release of AgentLender’s security interest in a Pledged Asset (“Release Amount”) will be (1) unless and until an Event in connection with the sale of Default occurs and is continuinga Pledged Loan by Borrower, the principal amount of the Advances outstanding against the payment required in any bailee letter pursuant to which Lender ships that Pledged AssetLoan to an Investor, and Approved Custodian, pool custodian or other party, (2) in connection with the sale of a Pledged Loan or REO Property by Lender while an Event of Default exists, the full Committed Purchase Price therefor, or amount paid to Agent Lender in a commercially reasonable disposition of that Pledged Asset Loan or REO Property and (3) otherwise, until an Event of Default occurs, the principal amount of the Warehousing Advance outstanding against the Pledged Asset.
(g) Upon receipt by Lender of the Agent in Release Amount with respect to an REO Property, Lender agrees to provide a satisfaction of the exercise of its rights and remedies under this Agreementrelated REO Mortgage.
Appears in 1 contract
Samples: Warehousing Credit and Security Agreement (WMC Finance Co)
Release of Security Interest in Pledged Assets. (a) 3.3.1 Except as provided in Section 3.3(b) belowSections 3.3.2 and 3.3.4, Pledged Loans with respect to which Mortgage Loan Advances have been made will be released from the Agent’s security interest only against payment to the Agent of the Release Amount in connection with those Pledged Loans. If such Pledged Loans are transferred to a pool custodian or an investor Approved Custodian for inclusion in a Mortgage Pool and the Agent’s security interest in the Pledged Loans included in the Mortgage Pool is not released before the issuance of the related Mortgage-backed Security, then that Mortgage-backed Security, when issued, is a Pledged Security, the Agent’s security interest continues in the Pledged Loans backing that Pledged Security and the Agent is entitled to possession of the Pledged Security in the manner provided in this Agreement.
(b) 3.3.2 If any Pledged Loans are transferred to an Approved Custodian and included in an Eligible Mortgage Pool, the Agent’s security interest in the Pledged Loans included in the Eligible Mortgage Pool will be released upon the delivery of the Agency Security to the Agent (including delivery to or registration in the name of a third party on behalf of the Agent), and that Agency Security is a Pledged Security. The Agent’s security interest in that Pledged Security will be released only against payment to the Agent of the Release Amount in connection with relating to the Mortgage Loans backing that Pledged Security.
(c) The 3.3.3 Subject to the terms of Section 3.3.7, the Agent for the benefit of the Lenders has the exclusive right to possession of all Pledged Securities or, if Pledged Securities are issued in book-entry form or issued in certificated form and delivered to a clearing corporation (as such term is defined in the UCC) or its nominee, the Agent has the right to have the Pledged Securities registered in the name of a securities intermediary (as such term is defined in the UCC) in an account containing only customer securities and credited to an account of the Agent. Subject to the terms of Section 3.3.7, the Agent has no duty or obligation to deliver Pledged Securities to an Investor or to credit Pledged Securities to the account of an Investor or the Investor’s designee except against payment of the Release Amount for those Pledged Securities, unless the Agent shall have entered into a master agreement with such Investor on terms and conditions satisfactory to the Agent. The Borrower acknowledges that the Agent may enter into one or more standing arrangements with securities intermediaries with respect to Pledged Securities issued in book entry form or issued in certificated form and delivered to a clearing corporation or its nominee, under which the Pledged Securities are registered in the name of the securities intermediary, and the Borrower agrees, upon request of the Agent, to execute and deliver to those securities intermediaries the Borrower’s written concurrence in any such standing arrangements.
(d) 3.3.4 If no Default or Event of Default has occurred and is continuingexists, the Borrower may redeem a Pledged Loan or Pledged Security from the Agent’s security interest by notifying the Agent of its intention to redeem the Pledged Loan or Pledged Security Asset from pledge and either (1) paying, or causing an Investor to pay, to the Agent the Release Amount in connection with the Pledged Loan or the Pledged Loans backing that Pledged Security, or (2) delivering substitute Collateral that, in addition to being acceptable to the Agent in its sole discretion will (y) have a Collateral Value at least equal to the Total Fundings for the redeemed Pledged Asset and (z), when included with the remaining Collateral, result in a Collateral Value of all Collateral held by the Agent that is at least equal to the quotient of the aggregate outstanding Loan divided by the applicable Advance Rates.
(e) If an 3.3.5 After a Default or Event of Default has occurred and is continuingDefault, the Agent may, with no liability to the Borrower or any Person, continue to release its security interest in any Pledged Asset against payment of the Release Amount in connection with that Pledged Asset.
(f) 3.3.6 The amount (“Release Amount”) to be paid by to the Borrower Agent to obtain the release of the Agent’s security interest in a Pledged Asset will be (1) unless and until an Event of Default occurs and is continuingoccurs, the principal amount of the Advances outstanding against the Pledged Asset, and (2) while at any time that an Event of Default exists, the full Committed Purchase Price therefor, or amount paid to the Agent in a commercially reasonable disposition of that Pledged Asset by the Agent in the exercise of its rights and remedies under this Agreement.
3.3.7 If no Default or Event of Default exists or would arise from such release, Pledged Loans, and Pledged Securities supported exclusively by Mortgage Loans, with respect to which no Mortgage Loan Advance is outstanding will be released from the Agent’s security interest upon the Borrower’s written request to the Agent solely at such time as following such removal of any such Pledged Asset the remaining outstanding principal balance of the Loan would be less than the then applicable Borrowing Base.
Appears in 1 contract
Samples: Mortgage Warehousing Credit and Security Agreement (Ares Commercial Real Estate Corp)