EXHIBIT 10.5
SERVICING AGREEMENT
(WULA/METWEST)
Agreement made this 1st day of April, 1988, between WESTERN UNITED LIFE
ASSURANCE COMPANY (hereinafter "Western"), a Washington corporation, and METWEST
MORTGAGE SERVICES, INC. (hereinafter "Servicer"), a Washington corporation (the
"Agreement").
WITNESSETH
WHEREAS, Western and certain trusts for which Western is the beneficial
owner or which Western may create or acquire (Western, together with such
trusts, hereinafter the "Company") and own certain Mortgage Loans (as defined
below) and other Receivables (as defined below); and
WHEREAS, Western desires that the Servicer service, and Servicer
desires to service the Mortgage Loans and other Receivables owned by Company.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
herein contained, it is agreed by and between Western and Servicer as follows:
I. DEFINED TERMS. Whenever used in this Agreement and unless otherwise
defined herein, the following words and phrases, unless the context otherwise
requires, shall have the following meanings:
"Effective Date" means April 1, 1998.
"File" means any servicing file held by Servicer on behalf of Company
which may include any of the following documents: note, mortgage, deed of trust,
land sale contracts or memorandum of land sale contracts, title policies,
purchase and sale agreements, annuity policies, settlement agreements and court
orders.
"FNMA" means the Federal National Mortgage Association, or any
successor thereto.
"Land Sale Contract" means a contract, together with all amendments and
modifications thereto, for the sale of real estate and the improvements thereon
pursuant to which the Mortgagor promises to pay the amount due thereon to the
holder thereof and pursuant to which fee title to the related Mortgaged Property
is held by such holder until the Mortgagor has made all of the payments required
pursuant to such contract, at which time fee title is conveyed to the Mortgagor.
"Lotteries" means the lotteries and loans secured by payments on
lotteries owned by Company.
"Mortgage" means either the mortgage, deed of trust or other security
instrument creating a lien on a Mortgaged Property (other than a Mortgaged
Property that is the subject of a Land Sale Contract) securing a Mortgage Loan
(other than a Mortgage Loan that is a Land Sale Contract) including all required
riders, or creating a lien on a leasehold interest.
"Mortgage Loan" means any of the mortgage loans or partial interests
therein secured by a mortgage or deed of trust and Land Sale Contracts owned by
Company, including those mortgage loans for which payments are received and
documents are held by outside escrow companies.
"Mortgage Note" means, with respect to each Mortgage Loan, the original
executed note or other evidence of indebtedness including, in the case of a Land
Sale Contract, a promise to pay which is the integral part of a Land Sale
Contract, evidencing the indebtedness of a Mortgagor under such Mortgage Loan,
together with any loan riders, if applicable, and as amended or modified.
"Mortgaged Property" means the real property securing or the subject of
a Mortgage Loan.
"Mortgagor" means the obligor on the Mortgage Note or Land Sale
Contract.
"Other Assets" means any asset of the Company, other than Mortgage
Loans, Structured Settlement and Lotteries, which Company requests from time to
time that Servicer services on behalf of Company.
"Receivables" means the Lotteries, Structured Settlements and Other
Assets owned by Company.
"Servicing Fee" has the meaning ascribed to it in Section II hereof.
"Structured Settlements" means the right of Company to receive payments
under settlement agreements, annuity policies or life insurance policies or
similar agreement which the Company or a predecessor in interest has acquired
from a claimant.
II. SERVICING.
A. From and after the Effective Date, Servicer agrees to service the
Mortgage Loans and the Receivables in accordance with the terms and provisions
of this Agreement. Servicer will receive such compensation as Company and
Servicer shall agree from time to time, which agreements shall be attached to
and made a part of this Agreement by this reference. Initially, Servicer shall
receive as compensation for servicing the Mortgage Loans the amount as set forth
on Attachment A hereto and as compensation for servicing the Receivables the
amount set forth on Attachment B hereto.
Notwithstanding anything to the contrary in this Agreement, the fees
for services performed as set forth in this Agreement will be fair and
reasonable, and expenses incurred and payments received will be allocated to
Western in accordance with statutory accounting principles. The fees will be
charged initially at an estimate of cost, which fees will be adjusted to reflect
actual cost, as determined on an annual basis. Accounts shall be rendered at
quarterly intervals or more often and shall be settled within 30 days
thereafter. The obligations of each party under this Agreement to transfer
payments to another party may be offset by the reciprocal obligations of such
other party so that only the net amount of such servicing payments shall be
required to be transferred. Where the difference between estimates and actual
costs are
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determined to be less than 3%, no actual payment will be necessary. However,
this difference between the estimates and costs shall be an adjustment to the
calculation of the new estimate. Where the difference between the estimates and
actual costs is determined to be greater than 3%, the account shall be settled
within 30 days thereafter.
Notwithstanding the foregoing, pursuant to RCW 48.31B.030(1)(b), prior
notice of all modifications to Attachment A or B are required to be provided to
the office of the Washington State Insurance Commissioner at least sixty (60)
days (or such shorter period as the Commissioner may permit) before the
modification is made effective, and the Commissioner must declare such notice to
be sufficient and not disapprove the modification within that time period.
B. Servicer shall diligently manage, service, make collections on and
otherwise administer the Mortgage Loans and the Receivables on behalf of Company
(as determined by Servicer in its good faith and reasonable judgment) in
accordance with applicable law, the terms of this Agreement and the terms of the
respective Mortgage Loans and Receivables and, to the extent consistent with the
foregoing, in a manner consistent with the ordinary practices of prudent
servicers servicing mortgage loans and receivables comparable to the Mortgage
Loans and the Receivables, and with a view to the maximization of timely
recovery of principal and interest on the Mortgage Loans, and timely payment on
the Receivables, but without regard to: (a) any relationship that Servicer or
any affiliate of Servicer may have with the related mortgagor claimant or the
seller of the Receivable and (b) Servicer's right to receive compensation for
its services hereunder or with respect to any particular transaction.
C. Subject only to the above-described servicing standards and the
terms of this Agreement and of the respective Mortgage Loans and Receivables,
Servicer shall have full power and authority, acting alone and/or through one or
more subservicers, to do or cause to be done any and all things in connection
with such servicing and administration which it may deem necessary or desirable,
without the consent or approval of Company, unless any such consent or approval
is expressly required hereunder or under applicable law. Without limiting the
generality of the foregoing, Servicer, in its own name, is hereby authorized and
empowered by Company and obligated to execute and deliver, on behalf of Company,
any and all financing statements, continuation statements and other documents or
instruments necessary to maintain the lien created by any Mortgage or relating
to any Receivable, certificates of title or other security document in the
related File relating to the secured property, including the related Mortgaged
Property and related collateral (it being herein acknowledged that Servicer's
obligation to file financing statements and continuation statements is limited
to those Mortgage Loans and Receivables for which an effective financing
statement or continuation statement is on file in the appropriate public filing
office as determined by Servicer based solely upon a review of the Files and
related documents in its possession); subject to the provisions contained
herein, any and all modifications, waivers, amendments or consents to or with
respect to any documents contained in the related File, and any and all
instruments of satisfaction or cancellation, or of partial or full release or
discharge, and all other comparable instruments, with respect to the Mortgage
Loans and the Mortgaged Properties and the Receivables. Company shall furnish,
or cause to be furnished, to Servicer any powers of attorney and other documents
necessary or appropriate to enable Servicer to carry out its servicing and
administrative duties hereunder.
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D. The relationship of Servicer to Company under this Agreement is
intended by the parties to be that of an independent contractor and not that of
a joint venturer, partner or agent.
E. Nothing in this Agreement shall preclude Servicer, in its individual
capacity, from entering into other loans or other financial transactions with
any mortgagor under a Mortgage Loan, any seller, claimant or other individual
with respect to a Receivable.
III. SUBSERVICING ARRANGEMENTS.
Servicer may enter into subservicing agreements for the servicing
and administration of all or a part of Mortgage Loans and/or the Receivables;
provided that, in each case, the subservicing agreement is consistent with this
Agreement in all material respects and requires the subservicer to comply with
all of the applicable conditions of this Agreement. References in this Agreement
to actions taken or to be taken by the Servicer include actions taken or to be
taken by a subservicer on behalf of Servicer.
IV. COLLECTION OF CERTAIN PAYMENTS.
A. Servicer shall make reasonable efforts to collect all payments
called for under the terms and provisions of the Mortgage Loans and Receivables,
and shall, to the extent such procedures shall be consistent with this
Agreement, follow such collection and payment allocation procedures as it
follows with respect to mortgage loans and receivables comparable to the
Mortgage Loans and Receivables in its own servicing portfolio.
B. Servicer shall remit to Company on a daily basis, within ten (10)
business days of receipt, all amounts received by it which are related to the
Mortgage Loans and the Receivables, except amounts required to be deposited in
an Escrow Account pursuant to Section VII.A hereof. Proceeds received with
respect to individual Mortgage Loans from any title or other insurance policy
shall also be remitted within ten (10) business days of receipt; provided that,
in the discretion of Servicer, exercised in accordance with the servicing
standards set forth in Section II hereof, Servicer may endorse to the Mortgagor
any such proceeds, other than those received from a title policy, with respect
to a Mortgage Loan.
V. DEFAULTED MORTGAGE LOANS AND RECEIVABLES.
A. Servicer shall foreclose upon or otherwise comparably convert to
ownership properties securing the Mortgage Loans as come into and continue in
default and as to which no satisfactory arrangements can be made for collection
of delinquent payments, as permitted under this Agreement. In connection with
such foreclosure or other conversion, Servicer shall follow such practices and
procedures as it shall deem necessary or advisable and as shall be normal and
usual in its general mortgage servicing activities. In connection with such
actions, Servicer may incur litigation and other costs and expenses related to
enforcement of the Mortgage Loans on behalf of Company. Servicer shall be
entitled to reimbursement from Company for all such foreclosure-related costs
and other expenses incurred on behalf of Company. Notwithstanding the foregoing,
in any case in which Mortgaged Property shall have suffered damage, Servicer
shall not be required to expend its own funds in connection with any foreclosure
or toward the restoration of such Mortgaged Property, unless it shall determine
(a) that such restoration and/or foreclosure will increase the proceeds of
liquidation of the related Mortgage Loan to Company
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after reimbursement to itself for such expenses and (b) that such expenses will
be recoverable by Servicer, which reimbursement is specifically permitted
hereunder.
Nothing contained in this Section shall be construed so as to require
Servicer to make a bid on any Mortgaged Property at a foreclosure sale or
similar proceeding that is in excess of the fair market value of such property,
as determined by Servicer in its reasonable and good faith judgment, all such
bids to be made in a manner consistent with the servicing standard set forth in
Section II hereof. If and when Servicer deems it necessary and prudent for
purposes of establishing the fair market value of any Mortgaged Property
securing a defaulted Mortgage Loan, whether for purposes of bidding at
foreclosure or otherwise, Servicer is authorized, at the expense of Company, to
have an appraisal performed, obtain a broker's price opinion or obtain any other
inspection of the related Mortgage Property.
Subject to the foregoing, however, Servicer shall have full power and
authority to do any and all things in connection herewith as are consistent with
the servicing standard set forth in Section II hereof and shall be authorized to
incur costs and expenses necessary for the proper operation, management and
maintenance of such Mortgaged Property, including, without limitation:
1. all insurance premiums due and payable in respect of such Mortgaged
Property;
2. all real estate taxes and assessments in respect of such Mortgaged
Property that may result in the imposition of a lien thereon;
3. any ground rents in respect of such Mortgaged Property; and
4. all costs and expenses necessary to maintain such Mortgaged
Property.
To the extent that amounts then on deposit in the Escrow Account in
respect of such Mortgaged Property are insufficient for the purposes set forth
in clauses (1) through (4) above with respect to such Mortgaged Property,
Servicer shall advance from its own funds such amount as is necessary for such
purposes unless in Servicer's reasonable and good faith judgment, the payment of
such amounts will not be recoverable from the operation or sale of such
Mortgaged Property. Servicer shall be entitled to reimbursement from Company for
all costs incurred by Servicer pursuant to this Section.
B. Servicer shall take all actions, legal or otherwise, necessary to
cure a defaulted Receivable. In connection with such actions Servicer may incur
litigation costs and other expenses relating to enforcement of the Receivable on
behalf of Company. Servicer shall be entitled to reimbursement from Company of
all such costs and expenses incurred by Servicer.
VI. MODIFICATIONS, WAIVERS, AMENDMENTS AND CONSENTS.
A. Servicer may agree to any modification, waiver, forbearance, or
amendment of any term of any Mortgage Loan or Receivable without the consent of
Company. All modifications, waivers, forbearance or amendments of any Mortgage
Loan shall be consistent with the servicing standard set forth in Section II
hereof.
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B. Notwithstanding anything to the contrary herein, Servicer may, in
accordance with the servicing standard set forth in Section II hereof, modify,
waive, forbear or amend any term of a Mortgage Loan or Receivable that requires
the payment of a prepayment premium or penalty in connection with any principal
prepayment thereon.
C. Servicer may, as a condition to granting any request by a Mortgagor
or Receivable payor for consent, modification, waiver, forbearance or amendment,
the granting of which is within Servicer's discretion pursuant to the Mortgage
Loan, or Receivable and is permitted by the terms of this Agreement, require
that such Mortgagor or Receivable payor pay to Servicer, as additional servicing
compensation, a reasonable or customary fee for the additional services
performed in connection with such request, together with any related costs and
expenses incurred by Servicer, which amount shall be retained by Servicer as
additional servicing compensation or remitted to Company in accordance with the
provision of Attachment A hereto, as amended from time to time.
VII. CERTAIN PROVISIONS RELATING TO THE MORTGAGE LOANS.
A. Collection of Taxes, Assessments and Similar Items.
In accordance with the servicing standards set forth in Section II
hereof, Servicer shall establish and maintain one or more escrow accounts (each
an "Escrow Account") with respect to each Mortgage Loan into which Servicer
shall deposit all payments received by Servicer for the account of any Mortgagor
for application toward the payment of real estate taxes, assessments, insurance
premiums, and similar items in respect of the related Mortgaged Property, in all
cases, only as such payments are required to be deposited into an Escrow Account
in accordance with such Mortgage Loan. Such amounts deposited into an Escrow
Account shall be retained therein until withdrawn for application toward payment
as permitted in this Section VII.A. Each Escrow Account shall be held in the
custody of Servicer for the benefit of each related mortgagor as required by
applicable law.
B. Maintenance of Hazard Insurance and Errors and Omissions and
Fidelity Coverage.
1. Servicer shall cause to be maintained for each Mortgage Loan all
hazard insurance coverage as is required under the related Mortgage or Land Sale
Contract, provided that if any Mortgage or Land Sale Contract permits the holder
thereof to dictate to the Mortgagor the hazard insurance coverage to be
maintained on such Mortgaged Property, Servicer shall impose such hazard
insurance requirements as are consistent with the servicing standard set forth
in Section II hereof. Subject to Section V hereof, Servicer shall also cause to
be maintained, for each Mortgaged Property acquired upon forfeiture, foreclosure
or deed-in-lieu of foreclosure, hazard insurance coverage. All such hazard
insurance policies shall contain a "standard" mortgagee clause, with loss
payable to Company or Servicer on behalf of Company and shall be issued by an
insurer authorized under applicable law to issue such insurance. It is
understood and agreed that no earthquake or other additional insurance is to be
required of any Mortgagor or maintained on property acquired in respect of a
Mortgage or Land Sale Contract other than pursuant to such applicable laws and
regulations as shall at any time be in force and as shall require such
additional insurance. In the event that Servicer shall obtain and maintain a
blanket
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policy insuring against hazard losses on all of the Mortgage Loans, it shall
conclusively be deemed to have satisfied its obligations as set forth in the
first sentence of this Section, it being understood and agreed that such policy
may contain a deductible clause, in which case Servicer shall, in the event that
there shall not have been maintained on the related Mortgaged Property a policy
complying with the first sentence of this Section and there shall have been a
loss which would have been covered by such policy, remit to Company the amount
not otherwise payable under the blanket policy because of such deductible
clause, provided that Servicer shall not be required to maintain insurance under
the blanket policy with respect to any Mortgage Loan that has a scheduled
principal balance of less than $10,000.
2. Servicer shall obtain and maintain at its own expense, and keep in
full force and effect throughout the term of this Agreement, a fidelity bond and
other insurance coverage in amounts acceptable to Company. Coverage of Servicer
under a policy or bond obtained by an affiliate of Servicer and providing the
coverage required by this Section shall satisfy the requirements of this
Section.
C. Enforcement of Due-On-Sale Clauses; Assumption Agreements.
1. As to each Mortgage Loan which contains a provision in the nature of
a "due-on-sale" cause, which by its terms:
a. provides that such Mortgage Loan shall (or may at the
mortgagee's option) become due and payable upon the sale or other
transfer of an interest in the related Mortgaged Property; or
b. provides that such Mortgage Loan may not be assumed without
the consent of the mortgagee in connection with any such sale or other
transfer, then, Servicer shall exercise any right it may have with
respect to such Mortgage Loan unless (A) enforcement of such right is
not permitted by applicable law, or (B) Servicer, in its discretion,
waives its right to enforce such provision, in a manner consistent with
the servicing standard set forth in Section II hereof.
2. As to each Mortgage Loan which contains a provision in the nature of
a "due-on-encumbrance" clause, which by its terms:
a. provides that such Mortgage Loan shall (or may at the
mortgagee's option) become due and payable upon the creation of any
additional lien or other encumbrance on the related Mortgaged Property;
or
b. requires the consent of the mortgagee to the creation of
any such additional lien or other encumbrance on the related Mortgaged
Property,
then Servicer shall exercise (or waive its right to exercise) any right it may
have with respect to such Mortgage Loan to accelerate the payments thereon, or
to withhold its consent to the creation of any such additional lien or other
encumbrance, in a manner consistent with the servicing standard set forth in
Section II hereof.
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3. If Servicer waives the "due-on-sale" clause, the person to whom the
related Mortgaged Property has been conveyed or is proposed to be conveyed must
satisfy the terms and conditions contained in the Mortgage Note and Mortgage or
Land Sale Contract, as applicable, related thereto.
4. Subject to Servicer's duty to enforce any due-on-sale clause, to the
extent set forth in Subsection 2.a. above, in any case in which a Mortgaged
Property has been conveyed to a person by a mortgagor, and such person is to
enter into an assumption agreement or modification agreement or supplement to
the Mortgage Note or Mortgage or Land Sale Contract, as applicable, that
requires the signature of Company, or if an instrument of release signed by
Company is required releasing the mortgagor from liability on the Mortgage Loan,
Servicer shall prepare or cause to be prepared and execute on behalf of Company
the assumption agreement with the person to whom the Mortgaged Property is to be
conveyed and such modification agreement or supplement to the Mortgage Note or
Mortgage or Land Sale Contract, as applicable or other instruments as are
reasonable or necessary to carry out the terms of the Mortgage Note or Mortgage
or Land Sale Contract or otherwise to comply with any applicable laws regarding
assumptions or the transfer of the Mortgaged Property to such person. In
addition, the substitute mortgagor and the Mortgaged Property must be acceptable
to Servicer in accordance with its underwriting standards as then in effect. Any
fee collected by Servicer for entering into an assumption or substitution of
liability agreement will be retained by Western, less Servicer's actual costs
for performing such services.
D. Conversion of Land Sale Contracts.
If a mortgagor elects to convert a Land Sale Contract to a mortgage
or deed of trust and mortgage note, Servicer shall do so in accordance with the
servicing standard set forth in Section II hereof.
VIII. REPRESENTATIONS AND WARRANTIES. Servicer hereby represents and
warrants to Company that:
A. Servicer is a corporation duly organized, validly existing and in
good standing under the laws of the State of Washington.
B. Servicer (i) has the power to own its assets and to transact the
business in which it is presently engaged and (ii) is duly qualified as a
foreign corporation, has all licenses required and is in good standing under the
laws of each jurisdiction (1) where Servicer's ownership or leasehold interest
in property requires such qualification or licensing, (2) where the conduct of
Servicer's business requires such qualification or licensing and (3) where the
failure to be so qualified or licensed would have a material adverse effect on
Servicer's ability to perform its obligations hereunder, or on the business and
assets of Servicer, taken as a whole.
C. Servicer (i) has full power and authority (corporate and other) to
execute and deliver this Agreement, to perform its obligations under this
Agreement and to consummate all of the transactions contemplated hereunder and
thereunder and (ii) has taken all necessary corporate action to authorize the
execution, delivery and performance of this Agreement.
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D. No consent of any other party, and no consent, license, approval or
authorization of, or registration or declaration with, any governmental
authority, bureau or agency, other than the State of Washington Office of
Insurance Commissioner, is required in connection with the execution, delivery,
performance, validity or enforceability of this Agreement.
IX. FACILITIES, RECORDS AND DOCUMENTS.
A. Servicer shall maintain adequate facilities satisfactory to Company
for the servicing of the Mortgage Loans and the Receivables. Servicer shall keep
satisfactory books and records in accordance with generally accepted accounting
principles, consistently applied, pertaining to each Mortgage Loan and
Receivable which reflect the interest of Company therein. Servicer shall permit
Company or any of its authorized representatives, at any time during Servicer's
business hours, to examine all books and records relating to each Mortgage Loan
and the Receivables and to make copies thereof. Such records may not be
destroyed or otherwise disposed of except as provided herein.
B. Servicer shall maintain a file of correspondence, forms, reports and
results of conversations relating to each Mortgage Loans and each Receivable.
Servicer shall further maintain, with respect to each Mortgage Loan and
Receivable, records which shall reflect, as collected, the application of each
payment made under a Mortgage Loan.
C. All documents, ledger sheets, payment records, correspondence and
other papers and records of whatever kind or description, whether developed or
originated by Servicer or not, reasonably required to document or to service
properly any Mortgage Loan or Receivable being serviced for Company, shall be
and remain at all times the property of Company. Servicer shall not acquire any
vested or property rights with respect to such records, and shall not have the
right to possession of them, except at the will of Company and subject to the
conditions stated in this Subsection. It is expressly understood that any of the
Mortgage Loans in the possession of Servicer are retained in custodial capacity
only for servicing. The right to possession and the ownership of all of the
records relating to each Mortgage Loan and Receivable delivered to Servicer,
prepared by Servicer or to come into the possession of Servicer by reason of
this Agreement shall immediately vest in Company, and may be retained and
maintained by Servicer only at the will of Company.
X. GENERAL.
A. Assignment: Successor and Assignees.
1. This Agreement shall not be assigned by Servicer without the prior
written consent of Company.
2. This Agreement shall be binding upon and inure to the benefit of
Company and Servicer and their permitted successors, assignees and designees.
B. Notices. Notice under this Agreement shall be in writing and
delivered by hand, receipt acknowledged, or delivered by registered certified
United States mail, return receipt requested, and if refused by regular United
States mail, addressed to the Parties as stated below:
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Attn: General Counsel
Western United Life Assurance Company
000 X. Xxxxx Xxxxxx
Xxxxxxx, XX 00000
Fax: 000-000-0000
Attn: General Counsel
Metwest Mortgage Services, Inc.
000 X. Xxxxx Xxxxxx
Xxxxxxx, XX 00000
Fax: 000-000-0000
C. Terms of Agreement and Termination; Accounting Upon Termination.
Unless sooner terminated as herein provided or by mutual agreement, this
Agreement shall continue in full force and effect for a period of one year from
the date hereof and shall be renewed automatically for additional one year
periods without any action by the parties hereto.
D. Governing Law and Venue. This Agreement shall be governed by and
construed and enforced in accordance with the laws of the State of Washington.
All judicial proceedings between the parties to this Agreement shall be brought
in a court located in the County of Spokane, State of Washington, and the
parties hereto agree to venue in such jurisdiction.
E. Miscellaneous. The parties shall, at their own expense, execute all
other documents and take all other steps requested by each other from time to
time to perform the covenants and obligations herein and effectuate the intent
hereof. The provisions of this Agreement cannot be waived or modified, except in
writing signed by the parties hereto. All representations and warranties shall
survive the termination of this Agreement. This Agreement shall be executed in
counterparts, all of which taken together shall constitute one and the same
instrument. Headings and titles are for convenience only and shall not influence
the construction or interpretation of this Agreement. When used herein, the term
"include" or "including" shall mean, without limitation, by reason of
enumeration.
[Signature Page Follows]
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IN WITNESS WHEREOF, the parties have hereunto set their hands on the
date first above written.
WESTERN UNITED LIFE ASSURANCE COMPANY
/s/ Xxxx Xxx Xxxxxxx
---------------------------------------
By: Xxxx Xxx Xxxxxxx
President
METWEST MORTGAGE SERVICES, INC.
/s/ C. Xxxx Xxxxxxxx, Xx.
---------------------------------------
By: C. Xxxx Xxxxxxxx, Xx.
Chief Executive Officer
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ATTACHMENT A
With respect to Mortgage Loans, the Servicing Fee shall be a monthly
fee equal to 1/12 of 50 basis points, from April 1, 1998 to September 30, 1998,
and thereafter 1/12th of 60 basis points of the aggregate outstanding principal
balance of the Mortgage Loan at the first day of each calendar month. Such
Servicing Fee shall be paid by Company to Servicer on or before the last day of
the month following the month of which such Servicing Fee is calculated.
All payments made pursuant to this Agreement shall be made subject to
the cost allocation and true-up provisions contained in Section II.A. to this
Agreement.
Servicer shall remit to Western all fees paid by Mortgagors related to
modifications or workouts which are immediate income, as opposed to deferred
income, under GAAP, less Servicer's actual costs of performing such modification
or workout services
Effective as of April 1, 1998.
WESTERN UNITED LIFE ASSURANCE COMPANY
/s/ Xxxx Xxx Xxxxxxx
---------------------------------------
By: Xxxx Xxx Xxxxxxx
President
METWEST MORTGAGE SERVICES, INC.
/s/ C. Xxxx Xxxxxxxx, Xx.
---------------------------------------
By: C. Xxxx Xxxxxxxx, Xx.
Chief Executive Officer
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ATTACHMENT B
With respect to the Receivables, the Servicing Fee shall be a monthly
fee equal of 1/12 of 50 basis points from April 1, 1998 to September 30, 1998,
and thereafter 1/12 of 40 basis points of the aggregate net investment balance
of the Receivables at the first day of each calendar month. Such Servicing Fee
shall be paid by Company to Servicer on or before the last day of the month
following the month for which such Servicing Fee is calculated.
All payments made pursuant to this Agreement shall be made subject to
the cost allocation and true-up provisions contained in Section II.A. to this
Agreement.
Effective as of April 1, 1998.
WESTERN UNITED LIFE ASSURANCE COMPANY
/s/ Xxxx Xxx Xxxxxxx
---------------------------------------
By: Xxxx Xxx Xxxxxxx
President
METWEST MORTGAGE SERVICES, INC.
/s/ C. Xxxx Xxxxxxxx, Xx.
---------------------------------------
By: C. Xxxx Xxxxxxxx, Xx.
Chief Executive Officer
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