Common use of SELLER’S REPURCHASE OBLIGATIONS Clause in Contracts

SELLER’S REPURCHASE OBLIGATIONS. A. Seller shall repurchase any Loan sold to Plaza pursuant to this Agreement within twenty (20) business days of receipt of written notice from Plaza of any of the following circumstances (the “Repurchase Obligation”): (1) Seller fails to deliver to Plaza within ninety (90) days from the date each Loan was purchased the original documents specified in the Delivery of Closed Loans section of the Guide. (2) Plaza determines that there is any evidence of fraud in the marketing, solicitation, origination, and/or any part of the loan application process of any Loan or in the sale of any Loan to Plaza or that any matter in the mortgage loan file is not true and correct. (3) Seller fails to observe or perform or breaches in any material respect any of the representations, warranties or covenants contained in this Agreement or the Guide with respect to a particular Loan. (4) A loan documentation problem exists which occurred prior to the date the Loan was purchased by Plaza, regardless of when the defect was discovered. (5) If Plaza and/or its assigns determine that an Early Payment Default (as defined below) exists with respect to any Loan. For purposes of this Agreement, an Early Payment Default exists if any of the first four (4) payments due to Plaza or its assigns on a Loan becomes sixty (60) days or more delinquent. (6) Any Agency or any other investor to whom Plaza sells a Loan or related security requires Plaza to repurchase such Loan because of a breach of any representation or warranty made by Seller to this Agreement. B. In the event of a repurchase demand from an agency or investor, Plaza may ask the Seller to submit further information to Plaza so that Plaza may request that the agency or investor reconsider the repurchase request. Plaza may make such request unless Plaza believes in good faith that there is no basis to request reconsideration or that such request would be injurious to its business relationship with the agency or investor. Plaza’s determination with respect to any such submission shall be final. C. In the event repurchase is required due to an early payment default as described herein, Plaza may elect at its sole and absolute discretion to offer the Seller an optional alternative remedy of indemnification in lieu of repurchase. The terms of the indemnification shall be established by Plaza at the time it offers the indemnification remedy to Seller and Seller may either accept the terms of the indemnification or repurchase the Loan. D. In the event of a “make whole” or repurchase demand from an agency or investor occurs as a result of a breach of any representation, warranty or covenant in this Agreement or the failure of a Loan to conform to the applicable requirements for such Loan as set forth in the loan documents, Seller shall remit the entire “make whole” or repurchase payment plus any additional fees as outlined in the Program Guidelines no later than thirty (30) calendar days after the receipt by Seller of a written demand for payment of the “make whole” or repurchase amount. E. If Plaza has made a demand on Seller to repurchase a Loan pursuant to Section 7.0 of this Agreement, Plaza shall have the right to withhold any monies due Seller in connection with the Loan(s) subject to the Repurchase Obligation or any other Loans until the parties have agreed otherwise. F. Plaza’s right to request repurchase of any Loan by Seller under this Agreement shall be in addition to, and not in lieu of, any other rights and remedies available to Plaza under this Agreement, including Seller’s indemnification obligations under Section 9.0 of this Agreement. Further, Plaza reserves the right to waive the repurchase requirement as to a particular Loan, provided however, that any such election by Plaza as to such waiver shall not be deemed a waiver of Plaza’s right to enforce the provisions of this section as to any other Loan. G. If Plaza and/or its assigns determine that an Early Payment Default exists with respect to any Loan, Plaza, at its sole and absolute discretion, may allow Seller to (a) pay Plaza $2,500 for a Loan, as reimbursement for administrative expenses; and (b) return any premium over par paid to Seller in reference to such Loan.

SELLER’S REPURCHASE OBLIGATIONS. A. Seller shall repurchase any Loan sold to Plaza pursuant to this Agreement within twenty (20) business days of receipt of written notice from Plaza of any of the following circumstances (the “Repurchase Obligation”): (1) Seller fails to deliver to Plaza within ninety one hundred and eighty (90180) days from the date each Loan was purchased the original documents specified in the Delivery of Closed Loans section of the Guide. (2) Plaza determines that there is any evidence of fraud in the marketing, solicitation, origination, and/or any part of the loan application process of any Loan or in the sale of any Loan to Plaza or that any matter in the mortgage loan file is not true and correct. (3) Seller fails to observe or perform or breaches in any material respect any of the representations, warranties or covenants contained in this Agreement or the Guide with respect to a particular Loan. (4) A loan documentation problem exists which occurred prior to the date the Loan was purchased by Plaza, regardless of when the defect was discovered. (5) If Plaza and/or its assigns determine that an Early Payment Default (as defined belowin the Guide) exists with respect to any Loan. For purposes of this Agreement, an Early Payment Default exists if any of the first four (4) payments due to Plaza or its assigns on a Loan becomes sixty (60) days or more delinquent. (6) Any Agency or any other investor to whom Plaza sells a Loan or related security requires Plaza to repurchase such Loan because of a breach of any representation or warranty made by Seller to this Agreement. B. In the event of a repurchase demand from an agency or investor, Plaza may ask the Seller to submit further information to Plaza so that Plaza may request that the agency or investor reconsider the repurchase request. Plaza may make such request unless Plaza believes in good faith that there is no basis to request reconsideration or that such request would be injurious to its business relationship with the agency or investor. Plaza’s determination with respect to any such submission shall be final. C. In the event repurchase is required due to an early payment default as described herein, Plaza may elect at its sole and absolute discretion to offer the Seller an optional alternative remedy of indemnification in lieu of repurchase. The terms of the indemnification shall be established by Plaza at the time it offers the indemnification remedy to Seller and Seller may either accept the terms of the indemnification or repurchase the Loan. D. In the event of a “make whole” or repurchase demand from an agency or investor occurs as a result of a breach of any representation, warranty or covenant in this Agreement or the failure of a Loan to conform to the applicable requirements for such Loan as set forth in the loan documents, Seller shall remit the entire “make whole” or repurchase payment plus any additional fees as outlined in the Program Guidelines no later than thirty (30) calendar days after the receipt by Seller of a written demand for payment of the “make whole” or repurchase amount. E. If Plaza has made a demand on Seller to repurchase a Loan pursuant to Section 7.0 of this Agreement, Plaza shall have the right to withhold any monies due Seller in connection with the Loan(s) subject to the Repurchase Obligation or any other Loans until the parties have agreed otherwise. F. Plaza’s right to request repurchase of any Loan by Seller under this Agreement shall be in addition to, and not in lieu of, any other rights and remedies available to Plaza under this Agreement, including Seller’s indemnification obligations under Section 9.0 of this Agreement. Further, Plaza reserves the right to waive the repurchase requirement as to a particular Loan, provided however, that any such election by Plaza as to such waiver shall not be deemed a waiver of Plaza’s right to enforce the provisions of this section as to any other Loan. G. If Plaza and/or its assigns determine that an Early Payment Default exists with respect to any Loan, Plaza, at its sole and absolute discretion, may allow Seller to (a) pay reimburse Plaza $2,500 for a the administrative expenses specified in Section 8.3 of the Seller Guide (Early Payment Default Fee) for such Loan, as reimbursement for administrative expenses; and (b) return any premium over par paid to Seller in reference to such Loan. H. For delegated loans, Seller’s repurchase obligations may be mitigated by the Certified Loan Program. For details, please refer to Plaza’s Correspondent Seller Guide.

SELLER’S REPURCHASE OBLIGATIONS. A. Seller shall repurchase any Loan sold to Plaza PHM pursuant to this Agreement within twenty (20) business days of receipt of written notice from Plaza PHM of any of the following circumstances (the “Repurchase Obligation”): (1) Seller fails to deliver to Plaza PHM within ninety (90) days from the date each Loan was purchased the original documents specified in the Delivery of Closed Loans section of the Guide. (2) Plaza PHM determines that there is any evidence of fraud in the marketing, solicitation, origination, and/or any part of the loan application process of any Loan or in the sale of any Loan to Plaza PHM or that any matter in the mortgage loan file is not true and correct. (3) Seller fails to observe or perform or breaches in any material respect any of the representations, warranties or covenants contained in this Agreement or the Guide with respect to a particular Loan. (4) A loan documentation problem exists which occurred prior to the date the Loan was purchased by PlazaPHM, regardless of when the defect was discovered. (5) If Plaza PHM and/or its assigns determine that an Early Payment Default (as defined below) exists with respect to any Loan. For purposes of this Agreement, an Early Payment Default exists if any of the first four (4) payments due to Plaza PHM or its assigns on a Loan becomes sixty (60) days or more delinquent. (6) Any Agency or any other investor to whom Plaza PHM sells a Loan or related security requires Plaza PHM to repurchase such Loan because of a breach of any representation or warranty made by Seller to this Agreement. B. In the event of a repurchase demand from an agency or investor, Plaza PHM may ask the Seller to submit further information to Plaza PHM so that Plaza PHM may request that the agency or investor reconsider the repurchase request. Plaza PHM may make such request unless Plaza PHM believes in good faith that there is no basis to request reconsideration or that such request would be injurious to its business relationship with the agency or investor. PlazaPHM’s determination with respect to any such submission shall be final. C. In the event repurchase is required due to an early payment default as described herein, Plaza PHM may elect at its sole and absolute discretion to offer the Seller an optional alternative remedy of indemnification in lieu of repurchase. The terms of the indemnification shall be established by Plaza PHM at the time it offers the indemnification remedy to Seller and Seller may either accept the terms of the indemnification or repurchase the Loan. D. In the event of a “make whole” or repurchase demand from an agency or investor occurs as a result of a breach of any representation, warranty or covenant in this Agreement or the failure of a Loan to conform to the applicable requirements for such Loan as set forth in the loan documents, Seller shall remit the entire “make whole” or repurchase payment plus any additional fees as outlined in the Program Guidelines no later than thirty (30) calendar days after the receipt by Seller of a written demand for payment of the “make whole” or repurchase amount. E. If Plaza PHM has made a demand on Seller to repurchase a Loan pursuant to Section 7.0 of this Agreement, Plaza PHM shall have the right to withhold any monies due Seller in connection with the Loan(s) subject to the Repurchase Obligation or any other Loans until the parties have agreed otherwise. F. PlazaPHM’s right to request repurchase of any Loan by Seller under this Agreement shall be in addition to, and not in lieu of, any other rights and remedies available to Plaza PHM under this Agreement, including Seller’s indemnification obligations under Section 9.0 of this Agreement. Further, Plaza PHM reserves the right to waive the repurchase requirement as to a particular Loan, provided however, that any such election by Plaza PHM as to such waiver shall not be deemed a waiver of PlazaPHM’s right to enforce the provisions of this section as to any other Loan. G. If Plaza PHM and/or its assigns determine that an Early Payment Default exists with respect to any Loan, PlazaPHM, at its sole and absolute discretion, may allow Seller to (ai) pay Plaza PHM $2,500 for a Loan, as reimbursement for administrative expenses; and (bii) return any premium over par paid to Seller in reference to such Loan.