Common use of Representations and Warranties with respect to Mortgage Loans Clause in Contracts

Representations and Warranties with respect to Mortgage Loans. The Mortgage Originator represents and warrants to the Participant as to each Mortgage Loan as of the date of the Purchase of the related Participation that: (a) proceeds equal to the note amount have been disbursed to or for the account of the mortgagor; (b) it holds a mortgage title insurance policy or a valid first lien letter from a title insurance company acceptable to Participant with ail insured closing letter from the underwriter, showing the related mortgage to be a first mortgage lien on the mortgaged premises subject only to such easements, restrictions, title irregularities and similar matters which do not have any adverse effect on the ownership, appraised value or use of the mortgaged premises; (c) no more than three (3) days have elapsed between the closing of the Mortgage Loan and the related Participation being presented to Participant for purchase; (d) the note and mortgage are genuine instruments binding and enforceable against the mortgagor and Subject to no defenses of any kind or nature; (e) there are no defaults existing under the note or mortgage; (f) the mortgage has been duty recorded or has been forwarded to (lie proper governmental office (and is in the proper form and accompanied by appropriate fees) for recording; (g) the principal balance remaining unpaid is the amount shown on the Mortgage Loan Schedule attached to the related Participation Certificate; (h) it holds a policy of Insurance covering the mortgaged premises insuring against loss or damage by fire and other hazards not less extensive than extended coverage insurance, with an appropriate mortgagee loss payable endorsement in favor of the Mortgage Originator and its assigns as mortgagee; (i) at all times each Mortgage Loan and each party was in compliance with all of the applicable provisions of applicable federal and state law and regulations: by way of illustration and not limitation, all Mortgage Loans which are subject to Section 226.32 of Federal Reserve Regulation Z have been accurately identified, accurate disclosures have been provided to the Mortgagor and Participant with respect to Such Mortgage Loans, such Mortgage Loan (to not contain any prohibited terms as specified in Section 226.32(d) and the Mortgage Originator has not engaged in any prohibited acts or practices as specified in specified in Section 226.32(e); (j) all information provided to the Participant with respect to each Mortgage Loan is true, complete and accurate and no person or entity involved in the origination or servicing of the Mortgage Loan has made any false representation or has failed to provide information that is true, complete and accurate In connection with such transaction; (k) the mortgage Securing the Mortgage Loan is a valid, existing and enforceable first lien on the mortgaged property; (l) the Mortgage Originator has no knowledge of any circumstances or condition with respect to the Mortgage Loan or the related mortgagor's credit standing that can reasonably be expected to cause the Mortgage Loan to become an unacceptable investment or delinquent or to adversely affect the value of any Participation; (m) the Mortgage Originator is the sole owner and holder of the Mortgage Loan, the Mortgage Originator has not assigned or pledged the Mortgage Loan to secure any obligation other than the related Participation and the Mortgage Originator has good and marketable title to the Mortgage Loan; (n) the Mortgage Loan is subject to a contractual arrangement between the Mortgage Originator and a takeout investor, the arrangement and takeout investor both being acceptable to the Participant In Its sole discretion (Including an agency of the United States government, a self-servicer approved by an agency of the United States government or any other institutional investor) pursuant to which such purchaser agrees to purchase Such Mortgage Loan of, guarantee another party's purchase of the Mortgage Loan (a "Takeout Commitment"); (o) the Mortgage Loan has been underwritten in accordance with standard underwriting requirements as specified by the Participant or the related takeout investor, whichever are more stringent; (p) the Mortgage Loan complies with all requirements set forth in the Participant's seller-servicer guide as amended from time to time; and (q) the Mortgage Loan is not Subject to any right of rescission, setoff, recoupment, abatement, counterclaim or defense (including the defense of usury), other than any Such rights provided under applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws, flow or hereafter in effect, affecting the enforcement of creditors rights in general and general principles of equity, and none of the Mortgagor or takeout investor has asserted or manifested an Intention to assert any right of rescission, setoff, recoupment, counterclaim or defense, affecting any Mortgage Loan or Takeout Commitment which is related to the Participation. The Mortgage' Originator covenants that it shall notify the Participant if it receives notice that any Mortgagor or takeout investor asserts or manifests any intention to assert any such right.

Representations and Warranties with respect to Mortgage Loans. The Mortgage Originator represents and warrants to the Participant as to each Mortgage Loan as of the date of the Purchase purchase of the related Participation that: (a) proceeds equal to the note amount have been disbursed to or for the account of the mortgagor; (b) it holds a mortgage mortgagee title insurance policy or a valid first lien letter from a title insurance company acceptable to Participant with ail an insured closing letter from the underwriter, showing the related mortgage to be a first mortgage lien on the mortgaged premises subject only to such easements, restrictions, title irregularities and similar matters which do not have any adverse effect on the ownership, appraised value or use of the mortgaged premises; (c) no more than three thirty (330) days have elapsed between the closing of the Mortgage Loan and the related Participation being presented to Participant for purchase; (d) the note and mortgage are genuine instruments binding and enforceable against the mortgagor and Subject subject to no defenses of any kind or nature; (e) there are no defaults existing under the note or mortgage; (f) the mortgage has been duty duly recorded or has been forwarded to (lie the proper governmental office (and is in the proper form and accompanied by appropriate fees) for recording; (g) the principal balance remaining unpaid is the amount shown on the Mortgage Loan Schedule attached to the related Participation Certificate; (h) it holds a policy of Insurance insurance covering the mortgaged premises insuring against loss or damage by fire and other hazards not less extensive than extended coverage insurance, . with an appropriate mortgagee loss payable endorsement in favor of the Mortgage Originator and its assigns as mortgagee; (i) at all times each Mortgage Loan and each party was in compliance with all of the applicable provisions of applicable federal and state law and regulations: by way of illustration and not limitation, all Mortgage Loans which are subject to Section 226.32 of Federal Reserve Regulation Z have been accurately identified, accurate disclosures have been provided to the Mortgagor and Participant with respect to Such such Mortgage Loans, such Mortgage Loan (to Loans do not contain any prohibited terms as specified in Section 226.32(d) and the Mortgage Originator has not engaged in any prohibited acts or practices as specified in specified in Section 226.32(e); (j) all information provided to the Participant with respect to each Mortgage Loan is true, complete and accurate and no person or entity involved in the origination or servicing of the Mortgage Loan has made any false representation or has failed to provide information that is true, complete and accurate In in connection with such transaction; (k) the mortgage Securing securing the Mortgage Loan is a valid, existing and enforceable first lien on the mortgaged property; (l) the Mortgage Originator has no knowledge of any circumstances or condition with respect to the Mortgage Loan or the related mortgagor's credit standing that can reasonably be expected to cause the Mortgage Loan to become an unacceptable investment or delinquent or to adversely affect the value of any Participation; (m) the Mortgage Originator is the sole owner and holder of the Mortgage Loan, the Mortgage Originator has not assigned or pledged the Mortgage Loan to secure any obligation other than the related Participation and the Mortgage Originator has good and marketable title to the Mortgage Loan; (n) the Mortgage Loan is subject to a contractual arrangement between the Mortgage Originator and a takeout investor, the arrangement and takeout investor both being acceptable to the Participant In Its in its sole discretion (Including including an agency of the United States government, a selfseller-servicer approved by an agency of the United States government or any other institutional investor) pursuant to which such purchaser agrees to purchase Such such Mortgage Loan of, or guarantee another party's purchase of the Mortgage Loan (a "Takeout Commitment"); (o) the Mortgage Loan has been underwritten in accordance with standard underwriting requirements as specified by the Participant or the related takeout investor, whichever are more stringent; (p) the Mortgage Loan complies with all requirements set forth in the Participant's seller-servicer guide as amended from time to time; and (q) the Mortgage Loan is not Subject subject to any right of rescission, setoff, recoupment, abatement, counterclaim or defense (including the defense of usury), other than any Such such rights provided under applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws, flow now or hereafter in effect, affecting the enforcement of creditors rights in general and general principles of equity, and none of the Mortgagor or takeout investor has bas asserted or manifested an Intention intention to assert any right of rescission, setoff., recoupment, counterclaim or defense, affecting any Mortgage Loan or Takeout Commitment which is related to the Participation. The Mortgage' Mortgage Originator covenants that it shall notify the Participant if it receives notice that any Mortgagor or takeout investor asserts or manifests any intention to assert any such right.

Representations and Warranties with respect to Mortgage Loans. The Mortgage ------------------------------------------------------------- Originator represents and warrants to the Participant as to each Mortgage Loan as of the date of the Purchase purchase of the related Participation that: (a) proceeds equal to the note amount have been disbursed to or for the account of the mortgagor; (b) it holds a mortgage mortgagee title insurance policy or a valid first lien letter from a title insurance company acceptable to Participant with ail an insured closing letter from the underwriter, showing the related mortgage to be a first mortgage lien on the mortgaged premises subject only to such easements, restrictions, title irregularities and similar matters which do not have any adverse effect on the ownership, appraised value or use of the mortgaged premises; (c) no more than three (3) days have elapsed between the closing of the Mortgage Loan and the related Participation being presented to Participant for purchase; (d) the note and mortgage are genuine instruments binding and enforceable against the mortgagor and Subject subject to no defenses of any kind or nature; (e) there are no defaults existing under the note or mortgage; (f) the mortgage has been duty duly recorded or has been forwarded to (lie the proper governmental office (and is in the proper form and accompanied by appropriate fees) for recording; (g) the principal balance remaining unpaid is the amount shown on the Mortgage Loan Schedule attached to the related Participation Certificate; (h) it holds a policy of Insurance insurance covering the mortgaged premises insuring against loss or damage by fire and other hazards not less extensive than extended coverage insurance, with an appropriate mortgagee loss payable endorsement in favor of the Mortgage Originator and its assigns as mortgagee; (i) at all times each Mortgage Loan and each party was in compliance with all of the applicable provisions of applicable federal and state law and regulations: by way of illustration and not limitation, all Mortgage Loans which are subject to Section 226.32 of Federal Reserve Regulation Z have been accurately identified, accurate disclosures have been provided to the Mortgagor and Participant with respect to Such such Mortgage Loans, such Mortgage Loan (to Loans do not contain any prohibited terms as specified in Section 226.32(d) and the Mortgage Originator has not engaged in any prohibited acts or practices as specified in specified in Section 226.32(e226.32(c); (j) all information provided to the Participant with respect to each Mortgage Loan is true, complete and accurate and no person or entity involved in the origination or servicing of the Mortgage Loan has made any false representation or has failed to provide information that is true, complete and accurate In in connection with such transaction; (k) the mortgage Securing securing the Mortgage Loan is a valid, existing and enforceable first lien on the mortgaged property; (l) the Mortgage Originator has no knowledge of any circumstances or condition with respect to the Mortgage Loan or the related mortgagor's credit standing that can reasonably be expected to cause the Mortgage Loan to become an unacceptable investment or delinquent or to adversely affect the value of any Participation; (m) the Mortgage Originator is the sole owner and holder of the Mortgage Loan, the Mortgage Originator has not assigned or pledged the Mortgage Loan to secure any obligation other than the related Participation and the Mortgage Originator has good and marketable title to the Mortgage Loan; (n) the Mortgage Loan is subject to a contractual arrangement between the Mortgage Originator and a takeout investor, the arrangement and takeout investor both being acceptable to the Participant In Its in its sole discretion (Including including an agency of the United States government, a selfseller-servicer approved by an agency of the United States government or any other institutional investor) pursuant to which such purchaser agrees to purchase Such such Mortgage Loan of, or guarantee another party's purchase of the Mortgage Loan loan (a "Takeout Commitment"); (o) the Mortgage Loan has been underwritten in accordance with standard underwriting requirements as specified by the Participant or the related takeout investor, whichever are more stringent; (p) the Mortgage Loan complies with all requirements set forth in the Participant's seller-servicer guide as amended from time to time; and (q) the Mortgage Loan is not Subject subject to any right of rescission, setoff, recoupment, abatement, counterclaim or defense (including the defense of usury), other than any Such such rights provided under applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws, flow now or hereafter in effect, affecting the enforcement of creditors rights in general and general principles of equity, and none of the Mortgagor or takeout investor has asserted or manifested an Intention intention to assert any right of rescission, setoff, recoupment, counterclaim or defense, affecting any Mortgage Loan or Takeout Commitment which is related to the Participation. The Mortgage' Mortgage Originator covenants that it shall notify the Participant if it receives notice that any Mortgagor or takeout investor asserts or manifests any intention to assert any such right.

Representations and Warranties with respect to Mortgage Loans. The Mortgage Originator represents and warrants to the Participant as to each Mortgage Loan as of the date of the Purchase addition of the related Participation such Mortgage Loan to a Mortgage Pool that: (a) proceeds equal to the note amount have been disbursed to or for the account of the mortgagor; (b) it holds a mortgage mortgagee title insurance policy or a valid first or second lien letter letter, as the case may be, from a title insurance company acceptable to Participant Participants with ail an insured closing letter from the underwriter, showing the related mortgage to be a first or second mortgage lien lien, as the case may be, on the mortgaged premises subject only to such easements, restrictions, title irregularities and similar matters which do not have any adverse effect on the ownership, appraised value or use of the mortgaged premises; (c) no more than three (3) days have elapsed between the closing of the Mortgage Loan and the related Participation being presented to Participant for purchase; (d) the note and mortgage are genuine instruments binding and enforceable against the mortgagor and Subject subject to no defenses of any kind or nature; (ed) there are no defaults existing under the note or mortgage; (fe) the mortgage has been duty duly recorded or has been forwarded to (lie the proper governmental office (and is in the proper form and accompanied by appropriate fees) for recording; (gf) the principal balance remaining unpaid is the amount shown on the Mortgage Loan Schedule attached to the related Participation Certificate; (hg) it holds a policy of Insurance insurance covering the mortgaged premises insuring against loss or damage by fire and other hazards not less extensive than extended coverage insurance, with an appropriate mortgagee loss payable endorsement in favor of the Mortgage Originator and its assigns as mortgagee; (ih) at all times the time of closing each Mortgage Loan and each party there was in compliance by the relevant parties with all of the applicable provisions of applicable federal and state law and regulations: by way of illustration and not limitation, all Mortgage Loans which are subject to Section 226.32 of Federal Reserve Regulation Z have been accurately identified, accurate disclosures have been provided to the Mortgagor and Participant with respect to Such Mortgage Loans, such Mortgage Loan (to not contain any prohibited terms as specified in Section 226.32(d) and the Mortgage Originator has not engaged in any prohibited acts or practices as specified in specified in Section 226.32(e); (ji) all information provided to the Participant with respect to each Mortgage Loan is true, complete and accurate in all material respects and no person or entity involved in the origination or servicing of the Mortgage Loan has made any false representation or has failed to provide information that is true, complete and accurate In in connection with such transaction; (k) the mortgage Securing the Mortgage Loan is a valid, existing and enforceable first lien on the mortgaged property; (l) the Mortgage Originator has no knowledge of any circumstances or condition with respect to the Mortgage Loan or the related mortgagor's credit standing that can reasonably be expected to cause the Mortgage Loan to become an unacceptable investment or delinquent or to adversely affect the value of any Participation; (m) the Mortgage Originator is the sole owner and holder of the Mortgage Loan, the Mortgage Originator has not assigned or pledged the Mortgage Loan to secure any obligation other than the related Participation and the Mortgage Originator has good and marketable title to the Mortgage Loan; (n) the Mortgage Loan is subject to a contractual arrangement between the Mortgage Originator and a takeout investor, the arrangement and takeout investor both being acceptable to the Participant In Its sole discretion (Including an agency of the United States government, a self-servicer approved by an agency of the United States government or any other institutional investor) pursuant to which such purchaser agrees to purchase Such Mortgage Loan of, guarantee another party's purchase of the Mortgage Loan (a "Takeout Commitment"); (o) the Mortgage Loan has been underwritten in accordance with standard underwriting requirements as specified by the Participant or the related takeout investor, whichever are more stringent; (p) the Mortgage Loan complies with all requirements set forth in the Participant's seller-servicer guide as amended from time to time; and (q) the Mortgage Loan is not Subject to any right of rescission, setoff, recoupment, abatement, counterclaim or defense (including the defense of usury), other than any Such rights provided under applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws, flow or hereafter in effect, affecting the enforcement of creditors rights in general and general principles of equity, and none of the Mortgagor or takeout investor has asserted or manifested an Intention to assert any right of rescission, setoff, recoupment, counterclaim or defense, affecting any Mortgage Loan or Takeout Commitment which is related to the Participation. The Mortgage' Originator covenants that it shall notify the Participant if it receives notice that any Mortgagor or takeout investor asserts or manifests any intention to assert any such right.

Representations and Warranties with respect to Mortgage Loans. The Mortgage Originator represents and warrants to the Participant as to each Mortgage Loan as of the date of the Purchase addition of the related Participation such Mortgage Loan to a Mortgage Pool that: (a) proceeds equal to the note amount have been disbursed to or for the account of the mortgagor; (b) it holds a mortgage mortgagee title insurance policy or a valid first or second lien letter letter, as the case may be, from a title insurance company acceptable to Participant with ail an insured closing letter from the underwriter, showing the related mortgage to be a first or second mortgage lien lien, as the case may be, on the mortgaged premises subject only to such easements, restrictions, title irregularities and similar matters which do not have any adverse effect on the ownership, appraised value or use of the mortgaged premises; (c) no more than three (3) days have elapsed between the closing of the Mortgage Loan and the related Participation being presented to Participant for purchase; (d) the note and mortgage are genuine instruments binding and enforceable against the mortgagor and Subject subject to no defenses of any kind or nature; (ed) there are no defaults existing under the note or mortgage; (fe) the mortgage has been duty duly recorded or has been forwarded to (lie the proper governmental office (and is in the proper form and accompanied by appropriate fees) for recording; (gf) the principal balance remaining unpaid is the amount shown on the Mortgage Loan Schedule attached to the related Participation Certificate; (hg) it holds a policy of Insurance insurance covering the mortgaged premises insuring against loss or damage by fire and other hazards not less extensive than extended coverage insurance, with an appropriate mortgagee loss payable endorsement in favor of the Mortgage Originator and its assigns as mortgagee; (ih) at all times the time of closing each Mortgage Loan and each party there was in compliance by the relevant parties with all of the applicable provisions of applicable federal and state law and regulations: by way of illustration and not limitation, all Mortgage Loans which are subject to Section 226.32 of Federal Reserve Regulation Z have been accurately identified, accurate disclosures have been provided to the Mortgagor and Participant with respect to Such Mortgage Loans, such Mortgage Loan (to not contain any prohibited terms as specified in Section 226.32(d) and the Mortgage Originator has not engaged in any prohibited acts or practices as specified in specified in Section 226.32(e); (ji) all information provided to the Participant with respect to each Mortgage Loan is true, complete and accurate in all material respects and no person or entity involved in the origination or servicing of the Mortgage Loan has made any false representation or has failed to provide information that is true, complete and accurate In in connection with such transaction; (kj) the mortgage Securing or deed of trust securing the Mortgage Loan is a valid, existing and enforceable first or second lien on the mortgaged property, as the case may be; (lk) the Mortgage Originator has no knowledge of any circumstances or condition with respect to the Mortgage Loan or the related mortgagor's credit standing that can reasonably be expected to cause the Mortgage Loan to become an unacceptable investment or delinquent or to adversely affect the value of any Participation; (m1) the Mortgage Originator is the sole owner and holder of the Mortgage Loan, the Mortgage Originator has not assigned or pledged the Mortgage Loan to secure any obligation other than the related Participation and the Mortgage Originator has good and marketable title to the Mortgage Loan; (nm) the Mortgage Loan is subject to a contractual arrangement between the Mortgage Originator and a takeout investor, the arrangement and takeout investor both being acceptable to the Participant In Its sole discretion (Including including an agency of the United States government, a selfseller-servicer approved by an agency of the United States government or any other institutional investor) pursuant to which such purchaser agrees to purchase Such such Mortgage Loan of, or guarantee another party's purchase of the Mortgage Loan (a "Takeout Commitment"); (on) the Mortgage Loan has been underwritten in accordance with standard underwriting requirements as specified by the Participant or the related takeout investor, whichever are more stringent; (po) the Mortgage Loan complies with all requirements set forth in the Participant's seller-servicer guide as amended from time to time; and (qp) the Mortgage Loan is not Subject subject to any right of rescission, setoff, recoupment, abatement, counterclaim or defense (including the defense of usury), other than any Such such rights provided under applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws, flow now or hereafter in effect, affecting the enforcement of creditors rights in general and general principles of equity, and none of the Mortgagor Homebuyer or takeout investor has asserted or manifested an Intention intention to assert any right of rescission, setoff, recoupment, counterclaim or defense, affecting any Mortgage Loan or Takeout Commitment which is related to the Participation. The Mortgage' Mortgage Originator covenants that it shall notify the Participant if it receives notice that any Mortgagor Homebuyer or takeout investor asserts or manifests any intention to assert any such right.