Common use of Title Insurance Clause in Contracts

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and with respect to Adjustable Rate Mortgage Loans against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance and acceptable to ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ MMae or ▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first priority lien (or second priority lien if such Mortgage Loan is a Second Lien Mortgage Loan) of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (jk) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments any loss by reason of the invalidity or upon unenforceability of the Mortgaged Property or any interest thereinlien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph subsection (jxi) of this Section 3.02. Where required 6(b), and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ ▇▇▇ or Freddie Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ ▇▇▇ or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1a), (2b) and (3c) of paragraph (jxi) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress3.2, and against encroachments any loss by reason of the invalidity or upon unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment; provided, however, that in the case of any Mortgage Loan secured by a Mortgaged Property or any interest thereinlocated in a jurisdiction where such policies are generally not available, the Mortgage Loan is the subject of an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan (other than each Cooperative Loan) is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien lien, as applicable, of the Mortgage Mortgage, in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph subsection (jxi) of this Section 3.02. Where required 6(b), and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to FFNMA or ▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to FFNMA or ▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (jxi) of this Section 3.02. Where required 3.2) and in the case of ARM Loans against any loss by state law reason of the invalidity or regulationunenforceability of the lien resulting from the provisions of such Mortgage provided for adjustment to the applicable Mortgage Interest Rate and Monthly Payment; provided, however, that in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, the Mortgagor has been given Mortgage Loan is the opportunity to choose the carrier subject of an opinion of counsel of the required mortgage type customarily rendered in such jurisdiction in lieu of title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, policy and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy. The Company has not done, by act or omission, anything that would impair the coverage of such lender’s title insurance policy. In connection with the issuance of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s 's opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ FNMA or F▇▇▇▇▇▇ MacFHLMC, issued by a title insurer acceptable to F▇▇▇▇▇ Mae FNMA or F▇▇▇▇▇▇ Mac FHLMC and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (jxi) of this Section 3.02. Where required 3.2, and, with respect to each Adjustable Rate Mortgage Loan against any loss by state law reason of the invalidity or regulationunenforceability of the lien resulting from the provisions of the Mortgage providing for adjustments to the Mortgage Interest Rate and Monthly Payment; provided, however, that in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, the Mortgagor has been given Mortgage Loan is the opportunity to choose the carrier subject of an opinion of counsel of the required mortgage type customarily rendered in such jurisdiction in lieu of title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and Qualified Insurer qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first priority lien of the Mortgage with respect to First Lien Mortgage Loans and as to the second priority lien of the Mortgage with respect to Second Lien Mortgage Loans in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2), (3) and (34) of paragraph (j) the “Valid First or Second Lien” representation of this Section 3.024.02, and with respect to each ARM Mortgage Loan, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by applicable state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is Company, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreementeffect. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien lien, as applicable, of the Mortgage and, with respect to ARM Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment in the Mortgage Interest Rate and Monthly Payment, in each case, in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance, or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority (lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company is Company, its successors and assigns are the sole insured insureds of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitationpolicy. Where required by applicable state law, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind the Mortgagor has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by given the Company;opportunity to choose the carrier of the required mortgage title insurance.

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s 's opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA or CLTA lender’s title insurance policy or other generally acceptable form of policy of insurance policy, acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the Companyexceptions contained in (h)(i), (ii) and (iii) above) the Seller, its successors and assigns, assigns as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (and, with respect to ARM Mortgage Loans, against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02Mortgage Interest Rate or Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is Seller and its successors and assigns are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser and its assigns without any further act. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, Seller has not done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;policy.

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to FFan▇▇▇ ▇▇e ▇▇ Fre▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Macc, issued by a title insurer acceptable to FFan▇▇▇ ▇▇e or Fre▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac c and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan (other than each Cooperative Loan) is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien lien, as applicable, of the Mortgage Mortgage, in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (, and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage)Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ Fannie Mae or F▇▇▇▇▇▇ Freddie Mac, issued by a title insurer acceptable to F▇accept▇▇▇▇ Mae or F▇o ▇▇▇nnie ▇▇▇ ▇▇ Freddie Mac and qualified to do business in the jurisdiction where t▇▇ ▇▇▇isdictio▇ ▇▇▇▇▇ the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1a), (2b) and (3c) of paragraph (jxi) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments any loss by reason of the invalidity or upon unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment; provided, however, that in the case of any Mortgage Loan secured by a Mortgaged Property or any interest thereinlocated in a jurisdiction where such policies are generally not available, the Mortgage Loan is the subject of an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance with all applicable endorsements acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by and the valid and binding obligation of a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments any loss by reason of the invalidity or upon unenforceability of the Mortgaged Property or any interest thereinlien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇ or F▇▇, ▇▇▇▇▇▇▇ Mac, GNMA, FHA, VA as applicable, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac Mae, ▇▇▇▇▇▇▇ Mac, GNMA, FHA, VA as applicable, and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (a) On the Closing Date, Seller shall, at Seller’s expense, cause to be issued and delivered to Buyer a policy of title insurance (the “Title Policy”) respecting the owned real property and the leased real property included in the Business Assets and conforming to the following specifications: (i) The form of the policy will be ALTA Owner’s Policy Form B 1970 (amended 10/17/70), or as to leasehold estates, ALTA Leasehold Owner’s Policy – 1975, or the current approved form for the jurisdiction in which the owned real property is located, with an attorneyendorsement deleting any exclusion or exception for creditors’ rights; (ii) The policy will be issued and underwritten by Lawyer’s opinion Title Insurance Company (the “Title Company”); (iii) The insured will be Buyer; (iv) The policy will be in an amount equal to that portion of the Purchase Price that is allocated to Real Estate under Section 3.6 above; (v) The policy will be dated concurrent with or subsequent to the Closing; (vi) There will be no exceptions to coverage other than the Permitted Liens; (vii) To the extent available in the applicable jurisdiction, the policy shall contain a zoning endorsement in the form of ALTA Form 3.1 (or the equivalent form in the applicable jurisdiction) showing the zoning classification of the owned real property and the leased real property and confirming that the current use of the owned real property and the leased real property is in conformance with the applicable zoning laws and use restrictions; (viii) In the event that the portions of the owned real property and/or the leased real property included in the Business Assets and identified on Exhibit A-1 as non excess property consists of more than one parcel, the policy shall contain an affirmative statement of insurance to the effect that all parcels of land constituting such identified real property are contiguous; and (ix) The policy shall also contain such other affirmative statements of insurance and endorsements (for example, but not by way of limitation, an “access endorsement”) as Buyer may reasonably require, provided that such endorsements are available in the jurisdiction in which the Business is located and that Buyer pays the cost of any endorsements requested by Buyer. (b) Promptly after the execution of this Agreement, Seller shall deliver to Buyer (A) a current commitment from the Title Company setting forth the basis upon which the Title Company is willing to insure title to the owned real property and abstract the leased real property included in the Business Assets (the “Title Commitment”), and (B) a current Alta/ACSM “as built” Land Title Survey of title such real property; prepared at Seller’s expense, which shall be, together with such additional certifications as may be required (and provided at Seller’s expense), sufficient for the Title Company to issue its Title Policy as required by Section 4.6(a) (the “Survey”). Without limiting the generality of the foregoing, the Survey shall be reasonably satisfactory in form and substance of which is acceptable to mortgage lending institutions making mortgage loans Buyer, prepared and certified to Buyer by a registered land surveyor or licensed civil engineer (registered or licensed in the area state where the Mortgaged Property owned real property is located or located) showing (i) the boundaries and legal descriptions of such owned real property, (ii) an ALTA lender’s title insurance policy the location of all roadways and other accessways upon, across or other generally acceptable form adjacent to such premises, (iii) the location and book and page or document number of policy all easements and rights-of-way affecting such real estate which are of insurance acceptable record, visible upon inspection of such property or otherwise known to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Macthe person rendering such survey, issued by a title insurer acceptable (iv) all structures and improvements including sidewalks, parking and paved areas, and the relation thereof to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac parcel boundary lines, easements and qualified to do business in the jurisdiction where the Mortgaged Property is locatedestablished building and set-back lines, insuring the Company(v) utility lines (water, its successors sewer, gas, electric and assignstelephone), as to the second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (either above or to the extent that a Mortgage Note provides for negative amortizationbelow grade, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3vi) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against any encroachments by or upon the Mortgaged Property or any interest thereinon adjoining property. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation surveyor shall locate or set bars at all corners of the transactions contemplated by this Agreement. No claims surveyed property and shall reflect the same on the Survey. (c) Buyer shall have been made under such lender’s title insurance policy, and no prior holder thirty (30) days after receipt of the MortgageTitle Commitment and the Survey, including together with copies of all matters shown as exceptions thereon, to review the Companystatus of title disclosed in the Title Commitment. Buyer shall approve the Title Commitment and the Survey unless Buyer determines, has donein its commercially reasonable judgment, that any title defect would materially interfere with the operation of the Business or make title to the Real Estate unmarketable. If Buyer timely objects to any material defect in title to the Real Estate, then Buyer and Seller shall negotiate in good faith to determine whether the defect can be cured to Buyer’s satisfaction. If Buyer and Seller are unable to agree on a satisfactory cure for any defect within fifteen (15) days after Buyer delivers its objections, then Buyer shall have the right to terminate this Agreement and receive a return of the Deposit by act or omissionwritten notice to Seller and the Deposit Holder delivered within ten (10) days after the negotiation period ends. If Buyer fails to terminate this Agreement within the said ten (10) day period, anything which would impair Buyer shall be deemed to have waived its objections and to have accepted title as shown on the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;Title Commitment.

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title title, the form and substance of which is acceptable to prudent mortgage lending institutions making mortgage loans in the area where wherein the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of or insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, ▇▇▇ or ▇▇▇▇▇▇▇ Mac and each such title insurance policy is issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second first priority lien of the Mortgage Mortgage, in the original principal amount of the Mortgage Loan (or Loan, with respect to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1)acceptable to ▇▇▇▇▇▇ Mae or ▇▇▇▇▇▇▇ Mac. Seller, (2) its successors and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulationassigns, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder or servicer of the related Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entityPerson, and no such unlawful items have been received, retained or realized by the Company;Seller.

Title Insurance. The Mortgage Loan (other than each Cooperative Loan) is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien lien, as applicable, of the Mortgage Mortgage, in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ Fannie Mae or F▇▇▇▇▇▇ Freddie Mac, issued by a title insurer acceptable to F▇▇nnie ▇▇▇ Mae or F▇▇▇▇▇▇ Freddie Mac and qualified to do business in the jurisdiction where ▇▇▇isdictio▇ ▇▇▇▇▇ the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and, with respect to Adjustable Rate Mortgage Loans, against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and egress, and against encroachments by or upon the Mortgaged Property or any interest thereinMonthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Each Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of or insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the Companyexceptions contained in (j)(1), (2), and (3) above) the Seller, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02Loan. Where required by applicable state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. AdditionallyThe Seller, such lender’s title insurance policy affirmatively insures ingress its successors and egressassigns, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is are the sole insured insureds of such lender’s 's title insurance policy, such title insurance policy has been duly and validly endorsed to the Purchaser or the assignment to the Purchaser of the Seller's interest therein does not require the consent of or notification to the insurer and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and the Purchase Price and Terms Letter. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the related Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a 22 jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage)Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and in the case of Adjustable Rate Mortgage Loans, against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and egress, and against encroachments by or upon the Mortgaged Property or any interest thereinMonthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to, with respect to F▇▇▇▇▇ M▇▇ the Non-Conventional Mortgage Loans, GNMA, FHA, VA or FRHS, as applicable, or, with respect to the Conventional Mortgage Loans, ▇▇▇▇▇▇ ▇▇▇ or Freddie Mac, issued by a title insurer acceptable to, with respect to F▇▇▇▇▇ Mae the Non-Conventional Mortgage Loans, GNMA, FHA, VA or FRHS, as applicable, or, for Conventional Mortgage Loans, ▇▇▇▇▇▇ Mac ▇▇▇ or Freddie Mac, and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first priority lien (or second priority lien if such Mortgage Loan is a Second Lien Mortgage Loan) of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1a), (2b) and (3c) of paragraph (jx) of this Section 3.02. Where required ; provided, however, that in the case of any Mortgage Loan secured by state law or regulationa Mortgaged Property located in a jurisdiction where such policies are generally not available, the Mortgagor has been given Mortgage Loan is the opportunity to choose the carrier subject of an opinion of counsel of the required mortgage type customarily rendered in such jurisdiction in lieu of title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae ▇▇▇ or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second [first or second] priority lien of the Mortgage in the original principal amount of the Mortgage Loan (Loan, and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage), Mortgage Interest Rate and Monthly Payment,] subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second [first or second] priority lien of the Mortgage in the original principal amount of the Mortgage Loan (Loan, and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage), Mortgage Interest Rate and Monthly Payment,] subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (Loan, and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage), Mortgage Interest Rate and Monthly Payment,] subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Each Mortgage Loan that is not a Co-op Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.024.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is Seller, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1a), (2b) and (3c) of paragraph (jxi) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress3.2, and against encroachments any loss by reason of the invalidity or upon unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment; provided, however, that in the case of any Mortgage Loan secured by a Mortgaged Property or any interest thereinlocated in a jurisdiction where such policies are generally not available, the Mortgage Loan is the subject of an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of ALTA or CLTA lender's title and abstract of title the form and substance of which is insurance policy, acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the Companyexceptions contained in (i)(i), (ii) and (iii) above) the Seller, its successors and assigns, assigns as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (and, with respect to ARM Mortgage Loans, against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02Mortgage Interest Rate or Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is Seller and its successors and assigns are the sole insured insureds of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser and its assigns without any further act. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, Seller has not done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;policy.

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or , (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is locatedlocated or (iii) an owner’s title insurance policy, in each case insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s or owner’s title insurance policy, and such lender’s or owner’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s or owner’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s or owner’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy acceptable to Fannie Mae or Freddie Mac or other generally acceptable form of policy of acceptab▇▇ ▇▇rm ▇▇ pol▇▇▇ ▇▇ insurance acceptable to F▇▇▇▇▇ M▇▇ Fannie Mae or F▇▇▇▇▇▇ Freddie Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇able to Fannie Ma▇ ▇▇ Freddie Mac and qualified to do business in the i▇ ▇▇▇ jurisdiction where the ▇▇▇ Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (j) of this Section 3.02. Where required , and, with respect to each Second Lien Mortgage Loan, clause (4) of Paragraph (k) of this Section 3.02, and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is Where required by state law or regulation, the sole insured Mortgagor has been given the opportunity to choose the carrier of such lender’s 's title insurance policy. The Company, its successors and assigns are the sole insureds of such lender's title insurance policy, and such lender’s 's title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions purchase of the Mortgage Loans as contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitationpolicy. In connection with the issuance of such lender's title insurance policy, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to, with respect to Fthe Non-Conventional Mortgage Loans, GNMA, FHA, VA or RHS, as applicable, or, with respect to the Conventional Mortgage Loans, ▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to, with respect to Fthe Non-Conventional Mortgage Loans, GNMA, FHA, VA or RHS, as applicable, or, for Conventional Mortgage Loans, ▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac Mac, and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first priority lien (or second priority lien if such Mortgage Loan is a Second Lien Mortgage Loan) of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1a), (2b) and (3c) of paragraph (jx) of this Section 3.02. Where required ; provided, however, that in the case of any Mortgage Loan secured by state law or regulationa Mortgaged Property located in a jurisdiction where such policies are generally not available, the Mortgagor has been given Mortgage Loan is the opportunity to choose the carrier subject of an opinion of counsel of the required mortgage type customarily rendered in such jurisdiction in lieu of title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ Fannie Mae or F▇▇▇▇▇▇ Freddie Mac, issued by a title insurer acceptable to FFann▇▇▇ ▇▇▇ Mae or F▇▇▇▇ Fred▇▇▇ Mac ▇▇▇ and qualified to do business in the jurisdiction where jurisdict▇▇▇ ▇▇ere the Mortgaged ▇▇▇▇▇▇▇ed Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and, with respect to Adjustable Rate Mortgage Loans, against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and egress, and against encroachments by or upon the Mortgaged Property or any interest thereinMonthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) and (4) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to FFannie Mae or Freddie Mac, issued by ▇ ▇▇▇▇e ▇▇sure▇ Macceptable to Fannie Mae or Freddie Mac and qualifi▇▇ or F▇▇▇▇ do busin▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1a), (2b) and (3c) of paragraph (jxi) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments any loss by reason of the invalidity or upon unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment; provided, however, that in the case of any Mortgage Loan secured by a Mortgaged Property or any interest thereinlocated in a jurisdiction where such policies are generally not available, the Mortgage Loan is the subject of an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second priority lien First Lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1i), (2ii), (iii) and (3iv) of paragraph (j) of this Section 3.024.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (Loan, and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage)Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The With respect to a Mortgage Loan which is not a Co-op Loan, the Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ FNMA or F▇▇▇▇▇▇ MacFHLMC, issued by a title insurer acceptable to F▇▇▇▇▇ Mae FNMA or F▇▇▇▇▇▇ Mac FHLMC and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (jxi) of this Section 3.02. Where required 3.2, and with respect to each Adjustable Rate Mortgage Loan, against any loss by state law reason of the invalidity or regulationunenforceability of the lien resulting from the provisions of the Mortgage providing for adjustments to the Mortgage Interest Rate and Monthly Payment; provided, however, that in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, the Mortgagor has been given Mortgage Loan is the opportunity to choose the carrier subject of an opinion of counsel of the required mortgage type customarily rendered in such jurisdiction in lieu of title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (, and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage)Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.027. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of or insurance acceptable to F▇▇▇▇▇ M▇▇ FNMA or F▇▇▇▇▇▇ Mac, FHLMC and each such title insurance policy is issued by a title insurer acceptable to F▇▇▇▇▇ Mae FNMA or F▇▇▇▇▇▇ Mac FHLMC and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02Subsection 8.02, and against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is Seller, its successor and assigns, are the sole insured insurers of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is valid and remains in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the related Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy policy, including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance and acceptable to ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ MMae or ▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first priority lien (or second priority lien if such Mortgage Loan is a Second Lien Mortgage Loan) of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments any loss by reason of the invalidity or upon unenforceability of the Mortgaged Property or any interest thereinlien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA a limited --------------- liability lender’s 's title insurance policy or such other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and for loans similar to the Mortgage Loans issued by a title insurer qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanyBorrower, its successors and assigns, as to the second priority of its lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortizationLoan, the maximum amount of negative amortization in accordance with the Mortgage), and subject only to the exceptions contained in clauses (1), (2), (3) and (34) of paragraph (j) of this Section 3.02above. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. AdditionallyImmediately prior to the sale of the Mortgage Loan to the Lender under the terms of this Loan Agreement, such lender’s title insurance policy affirmatively insures ingress the Borrower, its successors and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is assigns were the sole insured insureds of such lender’s 's title insurance policy, and such . Such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Loan Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanyBorrower, has done, by act or omission, anything which would should reasonably be expected to impair the coverage of such lender’s 's title insurance policy including without limitationpolicy. In connection with the issuance of such lender's title insurance policy, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person persons or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s 's opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to FFannie Mae, Freddie Mac, GNMA, FHA, VA as applicable, issued by a ti▇▇▇ ▇▇s▇▇▇▇▇ M▇▇ or Fr ▇▇▇▇▇▇ ▇▇ble to Fannie Mae, Freddie Mac, issued by a title insurer acceptable to F▇▇▇GNMA, FHA, VA as applicable, and qualified ▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the busine▇▇ ▇▇ ▇he jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s 's opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ Fannie Mae or F▇▇▇▇▇▇ Freddie Mac, issued by a title insurer acceptable to Faccepta▇▇▇ ▇▇ ▇▇▇▇▇ Mae or F▇▇▇nie ▇▇▇ ▇▇ Freddie Mac and qualified to do business in the jurisdiction where th▇ ▇▇▇▇sdiction ▇▇▇▇▇ the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second [first or second] priority lien of the Mortgage in the original principal amount of the Mortgage Loan (Loan, and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage), Mortgage Interest Rate and Monthly Payment,] subject only to the exceptions contained in and clauses (1), (2) and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA a limited --------------- liability lender’s 's title insurance policy or such other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and for loans similar to the Mortgage Loans issued by a title insurer qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanyBorrower, its successors and assigns, as to the second priority of its lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortizationLoan, the maximum amount of negative amortization in accordance with the Mortgage), and subject only to the exceptions contained in clauses (1), (2), (3) and (34) of paragraph (j) of this Section 3.02above. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. AdditionallyImmediately prior to the sale of the Mortgage Loan to the Lender under the terms of this Loan Agreement, such lender’s title insurance policy affirmatively insures ingress the Borrower, its successors and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is assigns were the sole insured insureds of such lender’s 's title insurance policy, and such . Such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Loan Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanyBorrower, has done, by act or omission, anything which would should reasonably be expected to impair the coverage of such lender’s 's title insurance policy including without limitationpolicy. In connection with the issuance of such lender's title insurance policy, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person persons or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either On the Closing Date, the Company shall, at the Company's expense (i) an attorney’s opinion except as provided hereinafter), cause to be issued and delivered to Purchaser a policy of title insurance (the "Title Policy") with respect to the Real Property and abstract conforming to the following specifications: The form of title the policy will be ALTA Owner's Policy Form B 1970 (amended 10/17/70) or the current approved form for the jurisdiction in which the Real <page>Property is located, with an endorsement deleting any exclusion or exception for creditors' rights; The Title Policy will be issued by First American Title Insurance Company (the "Title Company"); The insured will be Purchaser; The Title Policy shall be in an amount equal to that portion of the Purchase Price allocated to the Real Property; The Title Policy will be dated concurrent with or subsequent to the Closing; There will be no exceptions to coverage other than the Permitted Liens. Without limiting the generality of the foregoing provisions hereof, the Title Policy shall not contain any exceptions with respect to: Rights or claims of parties in possession other than tenants, as tenants only, under the leases and substance subleases described in Sections 1.01(a)(ii)(A) and 1.01(a)(ii)(B) of the Disclosure Schedule; Encroachments, overlaps, boundary line disputes or any other matters which is acceptable would be disclosed by an accurate survey and inspection; Easements or claims of easements not shown by the public records; Any lien, or right to mortgage lending institutions making mortgage loans a lien, for services, labor or materials heretofore or hereafter furnished; and Any other exceptions which may be designated or included as standard exceptions in the area where the Mortgaged Real Property is located located; The Title Policy, at Purchaser's request and expense, shall contain a zoning endorsement in the form of ALTA Form 3.1 showing the zoning classification of the Real Property and confirming that the current use of the Real Property is in conformance with the applicable zoning laws and use restrictions; The Title Policy, at Purchaser's request, will contain an assignment endorsement whereby the insurer agrees to consent to the assignment of the policy to, and to issue without charge an endorsement to the policy to show as an insured under the policy, any of the following: (i) any successor to Purchaser, by dissolution, liquidation, merger, consolidation or reorganization; (ii) any stockholder of Purchaser to whom the Real Property, or any part thereof, is distributed; and (iii) any Affiliate of Purchaser, including any entity controlled by, in control of or under common control with Purchaser and to whom an ALTA lender’s title insurance policy interest in the Real Property, or other generally acceptable form any part thereof, is transferred by Purchaser. In the event that the Real Property, or any part thereof, consists of policy more than <page>one parcel, the Title Policy shall, at Purchaser's request, contain an affirmative statement of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second priority lien effect that all parcels of land constituting the Mortgage in the original principal amount Real Property, or such part thereof, are contiguous. The policy also shall contain such other affirmative statements of the Mortgage Loan insurance and endorsements (for example, but not by way of limitation, an "access endorsement") as Purchaser may reasonably require; and The fee or premium for any endorsements to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization Title Policy whether identified in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required 4.10 or otherwise requested by state law or regulationPurchaser, shall be for the Mortgagor has been given the opportunity to choose the carrier account of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments paid by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;Purchaser.

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae ▇▇▇ or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), and against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment in the Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA or CLTA lender’s title insurance policy or other generally acceptable form of policy of insurance policy, acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the Companyexceptions contained in (h)(i), (ii) and (iii) above) the Seller, its successors and assigns, assigns as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (and, with respect to ARM Mortgage Loans, against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02Mortgage Interest Rate or Monthly Payment. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is Seller and its successors and assigns are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this AgreementAgreement and will inure to the benefit of the Purchaser and its assigns without any further act. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, Seller has not done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;policy..

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae ▇▇▇ or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (j1) of this Section 3.02. Where required , and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance and acceptable to Fannie Mae or Freddie Mac) or other generally acceptable form of policy of insurance acceptable to Fp▇▇▇▇cy o▇ M▇▇ or F▇▇▇▇▇▇ ance acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to F▇accept▇▇▇▇ Mae or F▇▇▇o Fannie ▇▇▇ ▇▇ Freddie Mac and qualified to do business in the jurisdiction where t▇▇ ▇▇▇isdictio▇ ▇▇▇▇▇ the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first priority lien (or second priority lien if such Mortgage Loan is a Second Lien Mortgage Loan) of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (jk) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments any loss by reason of the invalidity or upon unenforceability of the Mortgaged Property or any interest thereinlien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA a limited ---------------- liability lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable for loans similar to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, the Mortgage Loans issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second priority of its lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortizationLoan, the maximum amount of negative amortization in accordance with the Mortgage), and subject only to the exceptions contained in clauses (1), (2), (3) and (34) of paragraph (j) of this Section 3.02above. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. AdditionallyImmediately prior to the sale of the Mortgage Loan to the Buyer under the terms of this Agreement, such lender’s title insurance policy affirmatively insures ingress the Seller, its successors and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is assigns were the sole insured insureds of such lender’s 's title insurance policy, and such . Such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitationpolicy. In connection with the issuance of such lender's title insurance policy, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person persons or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan (other than each Cooperative Loan) is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Companyoriginator or Seller (as applicable), and its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.027. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph subsection (jxi) of this Section 3.02. Where required 6(b), and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company Seller is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Except for any Loan secured by a Mortgaged Property located in a jurisdiction as to which an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance is instead received, the Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA American Land Title Association lender’s title insurance policy or other generally acceptable form of policy of or insurance acceptable to F▇▇▇▇▇▇ MMae or, if applicable, ▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or For, if applicable, ▇▇▇▇▇▇▇ Mac Mac, and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the Companyexceptions contained in clause (j)) Seller, its successors and assigns, assigns as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insuranceLoan. Additionally, such lender’s title insurance policy affirmatively insures ingress and egressegress to and from the Mortgaged Property, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller (and its successors and assigns) is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the related Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including policy, including, without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;Person.

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (, and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage)Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.027. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ Fannie Mae or F▇▇▇▇▇▇ Freddie Mac, issued by a title insurer acceptable to Ft▇ ▇▇▇▇i▇ Mae or F▇ae o▇ ▇▇▇▇▇▇ ie Mac and qualified to do business in the jurisdiction where the Mortgaged jur▇▇▇▇▇▇ion wher▇ ▇▇▇ ▇ortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and in the case of Adjustable Rate Mortgage Loans, against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and egress, and against encroachments by or upon the Mortgaged Property or any interest thereinMonthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ Fannie Mae or F▇▇▇▇▇▇ Freddie Mac, issued by a title insurer acceptable ▇▇▇▇▇▇a▇▇▇ to F▇▇▇▇▇▇ Mae or FFreddie Mac and qualified to do busines▇ ▇▇ ▇he juris▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and in the case of Adjustable Rate Mortgage Loans, against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and egress, and against encroachments by or upon the Mortgaged Property or any interest thereinMonthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae ▇▇▇ or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (,and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage)Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (a) On the Closing Date, Seller shall, at Seller’s expense, cause to be issued and delivered to Buyer a policy of title insurance (the “Title Policy”) respecting the owned real property and the leased real property included in the Business Assets and conforming to the following specifications: (i) The form of the policy will be ALTA Owner’s Policy Form B 1970 (amended 10/17/70), or as to leasehold estates, ALTA Leasehold Owner’s Policy – 1975, or the current approved form for the jurisdiction in which the owned real property is located, with an attorneyendorsement deleting any exclusion or exception for creditors’ rights; (ii) The policy will be issued and underwritten by Lawyer’s opinion Title Insurance Company (the “Title Company”); (iii) The insured will be Buyer; (iv) The policy will be in an amount equal to that portion of the Purchase Price that is allocated to Real Estate under Section 3.6 above; (v) The policy will be dated concurrent with or subsequent to the Closing; (vi) There will be no exceptions to coverage other than the Permitted Liens; (vii) To the extent available in the applicable jurisdiction, the policy shall contain a zoning endorsement in the form of ALTA Form 3.1 (or the equivalent form in the applicable jurisdiction) showing the zoning classification of the owned real property and the leased real property and confirming that the current use of the owned real property and the leased real property is in conformance with the applicable zoning laws and use restrictions; (viii) In the event that the portions of the owned real property and/or the leased real property included in the Business Assets and identified on Exhibit A-1 as non excess property consists of more than one parcel, the policy shall contain an affirmative statement of insurance to the effect that all parcels of land constituting such identified real property are contiguous; and (ix) The policy shall also contain such other affirmative statements of insurance and endorsements (for example, but not by way of limitation, an “access endorsement”) as Buyer may reasonably require, provided that such endorsements are available in the jurisdiction in which the Business is located and that Buyer pays the cost of any endorsements requested by Buyer. (b) Promptly after the execution of this Agreement, Seller shall deliver to Buyer (A) a current commitment from the Title Company setting forth the basis upon which the Title Company is willing to insure title to the owned real property and abstract the leased real property included in the Business Assets (the “Title Commitment”), and (B) a current Alta/ACSM “as built” Land Title Survey of title such real property ; prepared at Seller’s expense, which shall be, together with such additional certifications as may be required (and provided at Seller’s expense), sufficient for the Title Company to issue its Title Policy as required by Section 4.6(a) (the “Survey”). Without limiting the generality of the foregoing, the Survey shall be reasonably satisfactory in form and substance of which is acceptable to mortgage lending institutions making mortgage loans Buyer, prepared and certified to Buyer by a registered land surveyor or licensed civil engineer (registered or licensed in the area state where the Mortgaged Property owned real property is located or located) showing (i) the boundaries and legal descriptions of such owned real property, (ii) an ALTA lender’s title insurance policy the location of all roadways and other accessways upon, across or other generally acceptable form adjacent to such premises, (iii) the location and book and page or document number of policy all easements and rights-of-way affecting such real estate which are of insurance acceptable record, visible upon inspection of such property or otherwise known to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Macthe person rendering such survey, issued by a title insurer acceptable (iv) all structures and improvements including sidewalks, parking and paved areas, and the relation thereof to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac parcel boundary lines, easements and qualified to do business in the jurisdiction where the Mortgaged Property is locatedestablished building and set-back lines, insuring the Company(v) utility lines (water, its successors sewer, gas, electric and assignstelephone), as to the second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (either above or to the extent that a Mortgage Note provides for negative amortizationbelow grade, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3vi) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against any encroachments by or upon the Mortgaged Property or any interest thereinon adjoining property. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation surveyor shall locate or set bars at all corners of the transactions contemplated by this Agreement. No claims surveyed property and shall reflect the same on the Survey. (c) Buyer shall have been made under such lender’s title insurance policy, and no prior holder thirty (30) days after receipt of the MortgageTitle Commitment and the Survey, including together with copies of all matters shown as exceptions thereon, to review the Companystatus of title disclosed in the Title Commitment. Buyer shall approve the Title Commitment and the Survey unless Buyer determines, has donein its commercially reasonable judgment, that any title defect would materially interfere with the operation of the Business or make title to the Real Estate unmarketable. If Buyer timely objects to any material defect in title to the Real Estate, then Buyer and Seller shall negotiate in good faith to determine whether the defect can be cured to Buyer’s satisfaction. If Buyer and Seller are unable to agree on a satisfactory cure for any defect within fifteen (15) days after Buyer delivers its objections, then Buyer shall have the right to terminate this Agreement and receive a return of the Deposit by act or omissionwritten notice to Seller and the Deposit Holder delivered within ten (10) days after the negotiation period ends. If Buyer fails to terminate this Agreement within the said ten (10) day period, anything which would impair Buyer shall be deemed to have waived its objections and to have accepted title as shown on the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;Title Commitment.

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien lien, as applicable, of the Mortgage and, with respect to ARM Mortgage Loans, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment in the Mortgage Interest Rate and Monthly Payment, in each case, in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac ▇▇▇ and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the first or second priority lien of the Mortgage in the original principal amount of the Mortgage Loan (and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage)Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to FFan▇▇▇ ▇▇e ▇▇ Fre▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Macc, issued by a title insurer acceptable to FFan▇▇▇ ▇▇e or Fre▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac c and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second [first or second) priority lien of the Mortgage in the original principal amount of the Mortgage Loan (Loan, and against any loss by reason of the invalidity or to unenforceability of the extent that a lien resulting from the provisions of the Mortgage Note provides providing for negative amortization, adjustment in the maximum amount of negative amortization in accordance with the Mortgage), Mortgage Interest Rate and Monthly Payment] subject only to the exceptions contained in and clauses (1), (2) ), and (3), and with respect to each Second Lien Mortgage Loan clause (4) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the CompanySeller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the CompanySeller;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first priority lien (or second priority lien if such Mortgage Loan is a Second Lien Mortgage Loan) of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required 3.02 and against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ FNMA or F▇▇▇▇▇▇ MacFHLMC, issued by a title insurer acceptable to F▇▇▇▇▇ Mae FNMA or F▇▇▇▇▇▇ Mac FHLMC and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the CompanySeller, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a an ARM Mortgage Note Loan provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), and against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment in the Mortgage Interest Rate and Monthly Payment, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (j) of this Section 3.028. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s 's title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company Such Seller is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Companysuch Seller, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companysuch Seller;

Title Insurance. The Unless the Mortgaged Property is located in the State of Iowa and an attorney’s certificate and/or a certificate of title guaranty has been obtained, each Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇▇ M▇▇▇ or F▇▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇▇ Mae or F▇▇▇▇▇▇▇ Mac Mac, and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1i), (2ii), (iii) and (3iv) of paragraph Paragraph (jl) of this Section 3.02. Where required by state law Exhibit G, or regulation, a last vested deed or title search showing the Mortgagor has been given as the opportunity to choose the carrier owner of the required mortgage title insuranceMortgaged Property. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of such lender’s title insurance policy. The Company is Company, its successors and assigns, are the sole insured insureds of such lender’s title insurance policy, and such lender’s title insurance policy is valid and remains in full force and effect and will be in full force and effect upon the consummation of the transactions purchase of the Mortgage Loans as contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ FNMA or F▇▇▇▇▇▇ MacFHLMC, issued by a title insurer acceptable to F▇▇▇▇▇ Mae FNMA or F▇▇▇▇▇▇ Mac FHLMC and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (jxi) of this Section 3.02. Where required 3.2; provided, however, that in the case of any Mortgage Loan secured by state law or regulationa Mortgaged Property located in a jurisdiction where such policies are generally not available, the Mortgagor has been given Mortgage Loan is the opportunity to choose the carrier subject of an opinion of counsel of the required mortgage type customarily rendered in such jurisdiction in lieu of title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitationpolicy. In connection with the issuance of such lender's title insurance policy, to the best of the Company's knowledge, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ Fannie Mae or F▇▇▇▇▇▇ Freddie Mac, issued by a title insurer acceptable a▇▇▇▇▇▇b▇▇ to F▇▇▇▇▇ Mae ▇ae or FFreddie Mac and qualified to do business ▇▇ ▇▇e jurisd▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1a), (2b) and (3c) of paragraph (jxi) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments any loss by reason of the invalidity or upon unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment; provided, however, that in the case of any Mortgage Loan secured by a Mortgaged Property or any interest thereinlocated in a jurisdiction where such policies are generally not available, the Mortgage Loan is the subject of an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ FNMA or F▇▇▇▇▇▇ Freddie Mac, issued by a title insurer acceptable to F▇▇FNMA or Freddie ▇▇▇ Mae or F▇▇▇▇▇▇ Mac and d qualified to do business in the jurisdiction where the Mortgaged t▇▇ ▇▇▇▇gaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage), subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (jxi) of this Section 3.02. Where required 3.2) and in the case of ARM Loans against any loss by state law reason of the invalidity or regulationunenforceability of the lien resulting from the provisions of such Mortgage provided for adjustment to the applicable Mortgage Interest Rate and Monthly Payment; provided, however, that in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, the Mortgagor has been given Mortgage Loan is the opportunity to choose the carrier subject of an opinion of counsel of the required mortgage type customarily rendered in such jurisdiction in lieu of title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments by or upon the Mortgaged Property or any interest therein. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, policy and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy. The Company has not done, by act or omission, anything that would impair the coverage of such lender's title insurance policy. In connection with the issuance of such lender's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Company;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance) or other generally acceptable form of policy of insurance acceptable to FFan▇▇▇ ▇▇e ▇▇ Fre▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Macc, issued by a title insurer acceptable to FFan▇▇▇ ▇▇e or Fre▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac c and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the second first priority lien of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph Paragraph (jk) of this Section 3.02. Where required , and with respect to Adjustable Rate Mortgage Loans against any loss by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier reason of the required mortgage title insuranceinvalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s title insurance policy affirmatively insures ingress and egressincludes no exceptions regarding ingress, and against egress or encroachments by that impact the value or upon the marketability of the Mortgaged Property or any interest thereinProperty. The Company is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;

Title Insurance. The Mortgage Loan is covered by either (i) an attorney’s opinion of title and abstract of title the form and substance of which is acceptable to mortgage lending institutions making mortgage loans in the area where the Mortgaged Property is located or (ii) an ALTA lender’s 's title insurance policy (or in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where such policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance and acceptable to F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac) or other generally acceptable form of policy of insurance acceptable to F▇▇▇▇▇ M▇▇ Mae or F▇▇▇▇▇▇ Mac, issued by a title insurer acceptable to F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first priority lien (or second priority lien if such Mortgage Loan is a Second Lien Mortgage Loan) of the Mortgage in the original principal amount of the Mortgage Loan (or to the extent that a Mortgage Note provides for negative amortization, the maximum amount of negative amortization in accordance with the Mortgage)Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of paragraph (jk) of this Section 3.02. Where required by state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress, and against encroachments any loss by reason of the invalidity or upon unenforceability of the Mortgaged Property or any interest thereinlien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. The Company is the sole insured of such lender’s 's title insurance policy, and such lender’s 's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender’s 's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender’s 's title insurance policy including without limitation, no unlawful fee, commission, kickback or other unlawful compensation or value of any kind has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Companypolicy;