Representations and Warranties of the Mortgage Loan Seller. The Mortgage Loan Seller represents and warrants to the Purchaser that, as of the Closing Date, it has made the representations and warranties set forth in Section 3.01 of the Pooling and Servicing Agreement for the benefit of the Purchaser. Such representations and warranties are incorporated by reference in this Section 2.01 hereof, and the Purchaser may rely thereon as if such representations and warranties were fully set forth herein. It is understood and agreed that the representations and warranties incorporated by reference in this Section 2.01 shall survive the sale of the Mortgage Loans to the Purchaser, the sale and delivery of the Mortgage Loans to the Trust Fund and the issuance, sale and delivery of the Certificates by the Purchaser, shall continue so long as any Class A, Class M or Class B Certificate shall remain outstanding or until the Pooling and Servicing Agreement shall have been terminated as therein provided, and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment of Mortgage or the examination of any Mortgage File. The Mortgage Loan Seller acknowledges that, pursuant to the Pooling and Servicing Agreement, the Purchaser will assign all of its right, title and interest in and to the Mortgage Loans and its right to exercise the remedies created by Sections 1.04 and 2.02 hereof to the Trustee for the benefit of the Certificateholders. The Mortgage Loan Seller agrees that, upon such assignment to the Trustee, the Trustee may enforce directly, without joinder of the Purchaser, the repurchase obligations of the Mortgage Loan Seller set forth in Sections 1.04 and 2.02 hereof with respect to breaches of the representations and warranties set forth in Section
Representations and Warranties of the Mortgage Loan Seller. (a) The Mortgage Loan Seller hereby represents and warrants to the other parties hereto and for the benefit of the Certificateholders, as of the Closing Date, that:
Representations and Warranties of the Mortgage Loan Seller. The Company, as assignee of the Mortgage Loan Seller under the Mortgage Loan Purchase Agreement, hereby assigns to the Trustee for the benefit of Certificateholders all of its right, title and interest in respect of the Mortgage Loan Purchase Agreement and each Seller's Agreement (to the extent assigned to the Company pursuant to the Mortgage Loan Purchase Agreement) applicable to a Mortgage Loan. Insofar as the Mortgage Loan Purchase Agreement or the Company's rights under such Seller's Agreement relate to the representations and warranties made by the Mortgage Loan Seller or the related Seller in respect of such Mortgage Loan and any remedies provided thereunder for any breach of such representations and warranties, such right, title and interest may be enforced by the Mortgage Loan Seller on behalf of the Trustee and the Certificateholders. Upon the discovery by the Company, the Master Servicer, the Trustee or any Custodian of a breach of any of the representations and warranties made in a Seller's Agreement that have been assigned to the Trustee pursuant to this Section 2.04 or of a breach of any of the representations and warranties made in the Mortgage Loan Purchase Agreement (which, for purposes hereof, will be deemed to include any other cause giving rise to a repurchase obligation under the Mortgage Loan Purchase Agreement) in respect of any Mortgage Loan which materially and adversely affects the interests of the Certificateholders in such Mortgage Loan, the party discovering such breach shall give prompt written notice to the other parties (any Custodian being so obligated under a Custodial Agreement). The Master Servicer shall promptly notify the related Seller or the Mortgage Loan Seller, as the case may be, of such breach and request that such Seller or the Mortgage Loan Seller, as the case may be, either (i) cure such breach in all material respects within 90 days from the date the Master Servicer was notified of such breach or (ii) purchase such Mortgage Loan from the Trust Fund at the Purchase Price and in the manner set forth in Section 2.02. The Master Servicer shall amend or cause to be amended the Mortgage Loan Schedule, and, if the Deleted Mortgage Loan was a Discount Mortgage Loan, the Schedule of Discount Fractions, for the benefit of the Certificateholders to reflect the removal of such Deleted Mortgage Loan and the Master Servicer shall deliver the amended Mortgage Loan Schedule, and, if the Deleted Mortgage Loan was a Discount Mo...
Representations and Warranties of the Mortgage Loan Seller. The Mortgage Loan Seller hereby represents and warrants with respect to each Mortgage Loan that, as of the date specified below or, if no such date is specified, as of the Closing Date:
Representations and Warranties of the Mortgage Loan Seller. The Mortgage Loan Seller hereby makes the following representations and warranties to the Depositor, the Servicer and the Trustee, as of the Closing Date:
