Common use of Release to Third-Party Clause in Contracts

Release to Third-Party. (a) From time to time Custodian is hereby authorized, upon receipt of written request of Seller, to release one or more Mortgage Asset Documents in the possession of Custodian to a third-party purchaser of the related Purchased Asset(s) for the purpose of resale thereof against a Request for Release executed by Seller, which must be acknowledged by Buyer in the form of Annex 5-C hereto. Buyer shall have no obligation to acknowledge any such Request for Release until such time as the Default or Event of Default has been cured to Buyer’s satisfaction, as determined in Buyer’s sole and absolute discretion. On such Request for Release, Seller shall indicate the Purchased Asset(s) to be sold, the purchase price for such Purchased Asset anticipated to be received, the name and address of the third party purchaser, the preferred method of delivery, and the date of desired delivery. If such Purchased Asset is not sold within thirty (30) calendar days, Seller or its designee shall return to Custodian the Mortgage Asset Document(s) previously released from Custodian’s Mortgage Asset File immediately after the expiration of such thirty-day period. (b) Any transmittal of documentation for Purchased Assets in the possession of Custodian in connection with the sale thereof to a third-party purchaser or the shipment to a custodian or trustee in connection with the formation of a mortgage pool supporting a mortgage backed security (an “MBS”) will be under cover of a transmittal letter substantially in the form attached as Annex 5-C hereto, duly completed by Custodian and executed by Custodian. Promptly upon (x) the remittance by Seller to Buyer of the full Repurchase Price of the Purchased Asset or (y) the issuance of such MBS, Buyer shall notify Custodian thereof.

Release to Third-Party. (a) From time to time Custodian is hereby authorized, upon receipt of a Request for Release from Seller and with the written request consent of SellerPurchaser, to release one or more Mortgage Asset Documents Loan Files in the possession of Custodian to a third-party purchaser of the related Purchased Asset(s) or its agent, as applicable, for the purpose of resale or refinancing thereof against (x) a Request for Release that has beenacknowledged and agreed to by Purchaser, (y) the Bailee Letter executed by Sellerthe Custodian and acknowledged and agreed to in writing by the third-party purchaser and its agent, which must be acknowledged by Buyer and (z) a release in the form of Annex 5-C heretoattached as Exhibit A to the Bailee Letter executed by Purchaser. Buyer Purchaser shall use commercially reasonable efforts to deliver such acknowledgment and release to Seller or Servicer within two (2) Business Days following such request. Purchaser shall have no obligation to acknowledge consent to any such Request for Release until such time as after the Default or occurrence and continuation of an Event of Default has been cured to Buyer’s satisfaction, as determined in Buyer’s sole and absolute discretionDefault. On such Request for Release, Seller shall indicate the Purchased Asset(s) Mortgage Loans to be sold, the purchase price for such Purchased Asset anticipated to be received, the name and address of the third third-party purchaser, the preferred method of delivery, and the date of desired delivery, as set forth on Exhibit 12 attached hereto. If such Purchased Asset Mortgage Loan is not sold within thirty fifteen (3015) calendar daysBusiness Days, or such longer period of time agreed to by Purchaser in writing (which may be via electronic transmission), Seller or its designee Servicer shall return to Custodian the Mortgage Asset Document(s) each document previously released from Custodian’s the related Mortgage Asset Loan File immediately after the expiration within three (3) Business Days following such fifteenth (15th) calendar day, or such longer period of time agreed to by Purchaser in writing (which may be via electronic transmission); provided, however, that Custodian shall have no obligation to monitor such thirty-day periodtime period or return of Mortgage Loan Files. (b) Any transmittal of documentation for Purchased Assets Mortgage Loans in the possession of Custodian in connection with the sale thereof to a third-party purchaser purchaser’s agent or the shipment to a custodian or trustee in connection with the formation of a mortgage pool supporting a mortgage backed security (an “MBS”) will be under cover of require a transmittal letter substantially in the form attached as Annex 5-C hereto, duly completed by Custodian and Request for Release executed by CustodianSeller which must be acknowledged by Purchaser. Promptly upon (x) the remittance by Seller such third-party purchaser of an amount at least equal to Buyer the full purchase price of the full applicable Mortgage Loans and the remittance by Seller or third-party purchaser of the aggregate Repurchase Price of the Purchased Asset therefor or (y) the issuance of such MBS, Buyer Purchaser shall notify Custodian thereof. (c) In the event that a third-party purchaser rejects a Mortgage Loan for purchase pursuant to this Section 10 for any reason whatsoever, Custodian shall notify Seller and Purchaser of receipt of the returned Mortgage Loan File or notification from the third-party purchaser. Such notice shall be given by delivery of the Custodian Loan Transmission and Exception Report.

Release to Third-Party. (a) From time to time Custodian is hereby authorized, upon receipt of written request of Seller, to release one or more Mortgage Asset Documents in the possession of Custodian to a third-party purchaser of the related Purchased Asset(s) for the purpose of resale thereof against a Request for Release executed by Seller, which must be acknowledged by Buyer in the form of Annex 5-C hereto. Buyer shall have no obligation to acknowledge any such Request for Release until such time as the Default or any outstanding Event of Default has been cured to Buyer’s satisfaction, as determined in Buyer’s sole and absolute discretion. On such Request for Release, Seller shall indicate the Purchased Asset(s) to be sold, the purchase price for such Purchased Asset anticipated to be received, the name and address of the third party purchaser, the preferred method of delivery, and the date of desired delivery. If such Purchased Asset is not sold within thirty twenty (3020) calendar days, Seller or its designee shall return to Custodian the Mortgage Asset Document(s) previously released from Custodian’s Mortgage Asset File immediately after the expiration of such thirty-twenty (20) day period. (b) Any transmittal of documentation for Purchased Assets in the possession of Custodian in connection with the sale thereof to a third-party purchaser or the shipment to a custodian or trustee in connection with the formation of a mortgage pool supporting a mortgage backed security (an “MBS”) will be under cover of a transmittal letter substantially in the form attached as Annex 5-C hereto, duly completed by Custodian and executed by Custodian. Promptly upon (x) the remittance by Seller to Buyer of the full Repurchase Price of the Purchased Asset or (y) the issuance of such MBS, Buyer shall notify Custodian thereof.

Release to Third-Party. (a) From time to time Custodian is hereby authorized, upon receipt of written request of Seller, to release one or more Mortgage Asset Documents in the possession of Custodian to a third-party purchaser of the related Purchased Asset(s) for the purpose of resale thereof against a Request for Release executed by Seller, which must be acknowledged by Buyer Xxxxx in the form of Annex 5-C hereto. Buyer shall have no obligation to acknowledge any such Request for Release until such time as the Default or any outstanding Event of Default has been cured to Buyer’s 's satisfaction, as determined in Buyer’s 's sole and absolute discretion. On such Request for Release, Seller shall indicate the Purchased Asset(s) to be sold, the purchase price for such Purchased Asset anticipated to be received, the name and address of the third party purchaser, the preferred method of delivery, and the date of desired delivery. If such Purchased Asset is not sold within thirty twenty (3020) calendar days, Seller or its designee shall return to Custodian the Mortgage Asset Document(s) previously released from Custodian’s 's Mortgage Asset File immediately after the expiration of such thirty-twenty (20) day period. (b) Any transmittal of documentation for Purchased Assets in the possession of Custodian in connection with the sale thereof to a third-party purchaser or the shipment to a custodian or trustee in connection with the formation of a mortgage pool supporting a mortgage backed security (an “"MBS”") will be under cover of a transmittal letter substantially in the form attached as Annex 5-C hereto, duly completed by Custodian Xxxxxxxxx and executed by Custodian. Promptly upon (x) the remittance by Seller to Buyer of the full Repurchase Price of the Purchased Asset or (y) the issuance of such MBS, Buyer shall notify Custodian thereof.