Common use of Seller Representations and Warranties Relating to the Mortgage Loans Clause in Contracts

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents and warrants to the Purchaser that with respect to the Mortgage Loans as of the Closing Date, each of the representations and warranties contained in Section 2.04 of the Sale and Servicing Agreement, with the same force and effect as if fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth in this Section 3.01 that are made to the best of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the Seller, the Servicer, the Insurer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan then, notwithstanding the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. With respect to any breach of a representation or warranty set forth in this Section 3.01, the Seller shall cure, repurchase or substitute the related Mortgage Loan in accordance with the Sale and Servicing Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.01 shall survive delivery of the respective Mortgage Files and the sale and assignment of the Mortgage Loans as contemplated hereby.

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents and warrants to the Purchaser that with respect to the Mortgage Loans as of the Closing Date, each of the representations and warranties contained in Section 2.04 of the Sale and Servicing Agreement, with the same force and effect as if fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth in this Section 3.01 that are made to the best of the Seller's ’s knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the Seller, the Servicer, the Purchaser, the Insurer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan or the interests of the Purchaser, the Trust, the Noteholders, the Certificateholders or the Insurer in the related Mortgage Loan, then, notwithstanding the Seller's ’s lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. With respect to any breach of a representation or warranty set forth in this Section 3.01, the Seller shall cure, repurchase or substitute the related Mortgage Loan in accordance with the Sale and Servicing Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.01 shall survive delivery of the respective Mortgage Files and the sale and assignment of the Mortgage Loans as contemplated herebyhereby and in the Sale and Servicing Agreement.

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents and warrants to the Purchaser that that, as of the Closing Date with respect to the Mortgage Loans as of the Closing Date, each of it has made the representations and warranties contained set forth in Section 2.04 2.6(a) of the Sale Pooling and Servicing AgreementAgreement for the benefit of the Purchaser or the Trustee as applicable. Such representations and warranties are incorporated by reference in this Section 3.2, with and the same force and effect Purchaser may rely thereon as if such representations and warranties were fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth fort in this Section 3.01 3.2 that are made to the best of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the DepositorPurchaser, the Seller, the Master Servicer, the Insurer Trust Administrator or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, Trustee that the substance of any such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan then, then notwithstanding the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. With warranty and with respect to any breach of a such representation or warranty set forth in this Section 3.01or of any other representation or warranty, the Seller shall cure, repurchase or substitute the related Mortgage Loan in accordance with the Sale Pooling and Servicing Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.01 3.2 shall survive delivery of the respective Mortgage Files and to the sale and assignment Document Custodian on behalf of the Mortgage Loans as contemplated herebyPurchaser.

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents and warrants to the Purchaser that with respect to the Mortgage Loans as of the Closing Date, each of the representations and warranties contained in Section 2.04 of the Sale and Servicing Agreement, with the same force and effect as if fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth in this Section 3.01 that are made to the best of the Seller's ’s knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the Seller, the Servicer, the Insurer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan then, notwithstanding the Seller's ’s lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. With respect to any breach of a representation or warranty set forth in this Section 3.01, the Seller shall cure, repurchase or substitute the related Mortgage Loan in accordance with the Sale and Servicing Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.01 shall survive delivery of the respective Mortgage Files and the sale and assignment of the Mortgage Loans as contemplated hereby.

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents and warrants to the Purchaser that with respect to the Mortgage Loans as of the Closing Date, each of the representations and warranties contained in Section 2.04 of the Sale and Servicing Agreement, with the same force and effect as if fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth in this Section 3.01 that are made to the best of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the Seller, the Servicer, the Purchaser, the Insurer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan or the interests of the Purchaser, the Trust, the Noteholders, the Certificateholders or the Insurer in the related Mortgage Loan, then, notwithstanding the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. With respect to any breach of a representation or warranty set forth in this Section 3.01, the Seller shall cure, repurchase or substitute the related Mortgage Loan in accordance with the Sale and Servicing Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.01 shall survive delivery of the respective Mortgage Files and the sale and assignment of the Mortgage Loans as contemplated herebyhereby and in the Sale and Servicing Agreement.

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents and warrants to the Purchaser that with respect to the Mortgage Loans as of the Closing Date, each of the representations and warranties contained in Section 2.04 of the Sale and Servicing Agreement, with the same force and effect as if fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth in this Section 3.01 that are made to the best of the Seller's ’s knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the Seller, the Servicer, the Purchaser, the Insurer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan then, notwithstanding the Seller's ’s lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. With respect to any breach of a representation or warranty set forth in this Section 3.01, the Seller shall cure, repurchase or substitute the related Mortgage Loan in accordance with the Sale and Servicing Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.01 shall survive delivery of the respective Mortgage Files and the sale and assignment of the Mortgage Loans as contemplated herebyhereby and in the Sale and Servicing Agreement.

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents and warrants to the Purchaser that that, as of the Closing Date with respect to the Initial Mortgage Loans and as of the Closing related Subsequent Transfer Date with respect to the Subsequent Mortgage Loans to be transferred on such Subsequent Transfer Date, each of it has made the representations and warranties contained set forth in Section 2.04 2.6(a) of the Sale Pooling and Servicing AgreementAgreement for the benefit of the Purchaser or the Trustee as applicable. Such representations and warranties are incorporated by reference in this Section 3.2, with and the same force and effect Purchaser may rely thereon as if such representations and warranties were fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth fort in this Section 3.01 3.2 that are made to the best of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the DepositorPurchaser, the Seller, the Servicer, the Insurer Servicer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, Trustee that the substance of any such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan then, then notwithstanding the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. With warranty and with respect to any breach of a such representation or warranty set forth in this Section 3.01or of any other representation or warranty, the Seller shall cure, repurchase or substitute the related Mortgage Loan in accordance with the Sale Pooling and Servicing Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.01 shall survive delivery of the respective Mortgage Files and the sale and assignment of the Mortgage Loans as contemplated hereby.

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents and warrants to the Purchaser that with respect to the Mortgage Loans as of the Closing Date, each of the representations and warranties contained in Section 2.04 of the Sale and Servicing Agreement, with the same force and effect as if fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth in this Section 3.01 that are made to the best of the Seller's ’s knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the Seller, the Servicer, the Purchaser, the Insurer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan then, notwithstanding the Seller's ’s lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. With respect to any breach of a representation or warranty set forth in this Section 3.01, the Seller shall cure, repurchase or substitute the related Mortgage Loan in accordance with the Sale and Servicing Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.01 shall survive delivery of the respective Mortgage Files and the sale and assignment of the Mortgage Loans as contemplated hereby.

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents and warrants to the Purchaser that with respect to the Mortgage Loans as of the Closing Date, each of the representations and warranties contained in Section 2.04 of the Sale and Servicing Agreement, with the same force and effect as if fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth in this Section 3.01 that are made to the best of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the Seller, the Servicer, the Purchaser, the Insurer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan then, notwithstanding the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. With respect to any breach of a representation or warranty set forth in this Section 3.01, the Seller shall cure, repurchase or substitute the related Mortgage Loan in accordance with the Sale and Servicing Agreement. It is understood and agreed that the representations and warranties set forth in this Section 3.01 shall survive delivery of the respective Mortgage Files and the sale and assignment of the Mortgage Loans as contemplated hereby.

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents representations and warrants to the Purchaser that warranties with respect to the Mortgage Loans in the Underlying Sale Agreement were made as of October 30, 2003. The Seller's right, title and interest in such representations and warranties and the Closing Dateremedies in connection therewith have been assigned to the Purchaser pursuant to Section 2.01 of this Agreement. To the extent that any fact, each condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Company under the Underlying Sale Agreement and (ii) a representation or warranty of the Seller under this Agreement (other than Section 3.01(k) and Section 3.01(l) below), the only right or remedy of the Purchaser shall be the right to enforce the obligations of the Company under any applicable representation or warranty made by it. The Purchaser acknowledges and agrees that the representations and warranties contained in Section 2.04 of the Sale and Servicing Agreement, with the same force and effect as if fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth Seller in this Section 3.01 are applicable only to facts, conditions or events that are made to the best do not constitute a breach of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the Seller, the Servicer, the Insurer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan then, notwithstanding the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the any representation or warranty was made, such inaccuracy made by the Company in the Underlying Sale Agreement. The Seller shall be deemed a breach of the applicable representation have no obligation or warranty. With liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (other than the representations made in Section 3.01(k) and Section 3.01(l) below) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Company in the Underlying Sale Agreement, without regard to whether the Company fulfills its contractual obligations in respect of such representation or warranty. If, however, the Originator fails to reimburse the Trustee for any costs or damages incurred by the Trust in connection with a breach of the Originator's representation set forth in this Section 3.013.03(i) of the Underlying Sale Agreement (such amount, the "Reimbursement Amount"), the Seller shall cure, repurchase or substitute pay the related Mortgage Loan in accordance with Reimbursement Amount to the Sale and Servicing AgreementTrust. It is understood and agreed that The Reimbursement Amount shall be delivered to the representations and warranties set forth in this Section 3.01 shall survive delivery Master Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the respective Mortgage Files amount of such costs and damages. Subject to the sale foregoing, the Seller represents and assignment warrants upon delivery of the Mortgage Loans to the Purchaser hereunder, as contemplated hereby.to each, that:

Seller Representations and Warranties Relating to the Mortgage Loans. The Seller represents representations and warrants to warranties in the Purchaser that Underlying Sale Agreement were made as of August 17, 2004 with respect to the August Mortgage Loans and as of September 2, 2004 with respect to the Closing DateSeptember Mortgage Loans. The Seller's right, each title and interest in such representations and warranties and the remedies in connection therewith have been assigned to the Purchaser pursuant to Section 2.01 of this Agreement. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Company under the Underlying Sale Agreement and (ii) a representation or warranty of the Seller under this Agreement (other than Section 3.01(k) and 3.01(t) below), the only right or remedy of the Purchaser shall be the right to enforce the obligations of the Company under any applicable representation or warranty made by it. The Purchaser acknowledges and agrees that the representations and warranties contained in Section 2.04 of the Sale and Servicing Agreement, with the same force and effect as if fully set forth herein, are true and correct as of the Closing Date. With respect to the representations and warranties set forth Seller in this Section 3.01 are applicable only to facts, conditions or events that are made to the best do not constitute a breach of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the Seller, the Servicer, the Insurer or a Responsible Officer of the Indenture Trustee, pursuant to the Sale and Servicing Agreement, that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan then, notwithstanding the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the any representation or warranty was made, such inaccuracy made by the Company in the Underlying Sale Agreement. The Seller shall be deemed a breach of the applicable representation have no obligation or warranty. With liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (other than the representations made in Section 3.01(k) below) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Company in the Underlying Sale Agreement, without regard to whether the Company fulfills its contractual obligations in respect of such representation or warranty. If, however, the Originator fails to reimburse the Trustee for any costs or damages incurred by the Trust in connection with a breach of the Originator's representation set forth in this Section 3.013.03(i) or 3.03(ddd) of the Underlying Sale Agreement (such amount, the "Reimbursement Amount"), the Seller shall cure, repurchase or substitute pay the related Mortgage Loan in accordance with Reimbursement Amount to the Sale and Servicing AgreementTrust. It is understood and agreed that The Reimbursement Amount shall be delivered to the representations and warranties set forth in this Section 3.01 shall survive delivery Master Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the respective Mortgage Files amount of such costs and damages. Subject to the sale foregoing, the Seller represents and assignment warrants upon delivery of the Mortgage Loans to the Purchaser hereunder, as contemplated hereby.to each, that: