Common use of Representations and Warranties Regarding Purchased Loans; Delivery of Purchased Loan File Clause in Contracts

Representations and Warranties Regarding Purchased Loans; Delivery of Purchased Loan File. Seller represents and warrants to Buyer that each Purchased Loan sold hereunder, as of the applicable Purchase Date for the Transaction in question conforms to the applicable representations and warranties set forth in Exhibit V attached hereto, except as have been disclosed to Buyer in writing prior to Buyer’s issuance of a Confirmation with respect to the related Purchased Loan. It is understood and agreed that the representations and warranties set forth in Exhibit V hereto, if any, shall survive delivery of the respective Purchased Loan File to Buyer or its designee (including the Custodian). With respect to each Purchased Loan, the Mortgage Note or Mezzanine Note, the Mortgage (if any), the Assignment of Mortgage (if any) and any other documents required to be delivered under the Agreement and the Custodial Agreement for such Purchased Loan have been delivered (or with respect to Table Funded Loans shall be delivered in accordance with Section 7(b)) to Buyer or the Custodian on its behalf or such requirement will have been expressly waived in writing by Buyer. Seller or its designee is in possession of a complete, true and accurate Purchased Loan File with respect to each Purchased Loan, except for such documents the originals of which have been delivered to the Custodian.

Representations and Warranties Regarding Purchased Loans; Delivery of Purchased Loan File. Seller represents and warrants to the Buyer that each Purchased Loan sold hereunder and each pool of Purchased Loans sold in a Transaction hereunder, as of the applicable each Purchase Date for the a Transaction in question conforms conform to the applicable representations and warranties set forth in Exhibit V VI attached hereto, except as have been disclosed to the Buyer in writing prior to Buyer’s issuance of a Confirmation with respect to the related Purchased Loanwriting. It is understood and agreed that the representations and Repurchase Agreement $250MM Facility FINAL VERSION warranties set forth in Exhibit V VI hereto, if any, shall survive delivery of the respective Purchased Loan File to Buyer or its designee (including the Custodian) to the extent permitted by applicable law. Except to the extent provided in Section 7(e). With , with respect to each Purchased Loan, the Mortgage Mezzanine Note or Mezzanine Note, the Mortgage (if any), the Assignment of Mortgage (if any) and any other documents required to be delivered under the this Agreement and the Custodial Agreement for such Purchased Loan have been delivered (or with respect to Table Funded Loans shall be delivered in accordance with Section 7(b)) to the Buyer or the Custodian on its behalf or such requirement will have been expressly waived behalf. Except to the extent provided in writing by Buyer. Section 7(e), Seller or its designee is in possession of a complete, true and accurate Purchased Loan File with respect to each Purchased Loan, except for such documents the originals of which have been delivered to the Custodian.

Representations and Warranties Regarding Purchased Loans; Delivery of Purchased Loan File. Seller represents and warrants to the Buyer Parties that each Purchased Loan sold hereunder and each pool of Purchased Loans sold in a Transaction hereunder, as of the applicable each Purchase Date for the Transaction a Transaction, conform in question conforms all material respects to the applicable representations and warranties set forth in Exhibit V VI attached hereto, except as have been disclosed to the Buyer Agent in writing prior to Buyer’s issuance of a Confirmation with respect to the related Purchased Loanwriting. It is understood and agreed that the representations and warranties set forth in Exhibit V VI hereto, if any, shall survive delivery of the respective Purchased Loan File to the Buyer Agent or its designee (including the Custodian)) to the extent permitted by applicable law. With respect to each Purchased Loan, the Mortgage Note or Mezzanine Note, the Mortgage (if any), the Assignment of Mortgage (if any) and any other documents required to be delivered under the this Agreement and the Custodial Agreement for such Purchased Loan have been delivered (or with respect to Table Funded Loans shall be delivered in accordance with Section 7(b)) to the Buyer Agent or the Custodian on its behalf or such requirement will have been expressly waived in writing by Buyerbehalf. Except as otherwise disclosed to the Buyer Agent, Seller or its designee is in possession of a complete, true and accurate Purchased Loan File with respect to each Purchased Loan, except for such documents the originals of which have been delivered to the Custodian.

Representations and Warranties Regarding Purchased Loans; Delivery of Purchased Loan File. Seller represents and warrants to Loan Buyer that each Purchased Loan sold hereunder and each pool of Purchased Loans sold in a Transaction hereunder, as of the applicable each Purchase Date for the a Transaction in question conforms conform to the applicable representations and warranties set forth in Exhibit V VI attached heretohereto in all material respects, except as have been disclosed to Loan Buyer in writing prior to Buyer’s issuance of a Confirmation writing; provided, that notwithstanding the foregoing, with respect to any Purchased Loan which Seller acquired from Loan Buyer or its Affiliates, Seller shall not be required to make such representations and warranties set forth in Exhibit VI and, in lieu thereof, shall be deemed to provide the related Purchased Loanrepresentations that Loan Buyer or its Affiliates in turn provided to Seller. It is understood and agreed that the representations and warranties set forth in Exhibit V VI hereto, if any, shall survive delivery of the respective Purchased Loan File to Loan Buyer or its designee (including the Custodian)) to the extent permitted by applicable law. With respect to each Purchased Loan, the Mortgage Note or Mezzanine Note, the Mortgage (if any), the Assignment of Mortgage (if any) and any other documents required to be delivered under the this Agreement and the Custodial Agreement for such Purchased Loan have been delivered (or with respect to Table Funded Loans shall be delivered in accordance with Section 7(b)) to Loan Buyer or the Custodian on its behalf or such requirement will have been expressly waived in writing by Buyerbehalf. Seller or its designee is in possession of a complete, true and accurate Purchased Loan File with respect to each Purchased Loan, except for such documents the originals of which have been delivered to the CustodianCustodian and except for exceptions as have been disclosed to Buyer.