Conveyance of the Subsequent Mortgage Loans. (a) Subject to the conditions set forth in paragraph (b) below in consideration of the Trustee's delivery on the Subsequent Transfer Dates to or upon the order of the Depositor of all or a portion of the balance of funds in the Pre-Funding Account, the Depositor shall on any Subsequent Transfer Date sell, transfer, assign, set over and convey without recourse to the Trust Fund but subject to the other terms and provisions of this Agreement all of the right, title and interest of the Depositor in and to (i) the Subsequent Mortgage Loans identified on the Mortgage Loan Schedule attached to the related Subsequent Transfer Instrument delivered by the Depositor on such Subsequent Transfer Date, (ii) principal due and interest accruing on the Subsequent Mortgage Loans after the related Subsequent Cut-off Date and (iii) all items with respect to such Subsequent Mortgage Loans to be delivered pursuant to Section 2.01 and the other items in the related Mortgage Files; provided, however, that the Depositor reserves and retains all right, title and interest in and to principal received and interest accruing on the Subsequent Mortgage Loans prior to the related Subsequent Cut-off Date. The transfer to the Trustee for deposit in the Mortgage Pool by the Depositor of the Subsequent Mortgage Loans identified on the Mortgage Loan Schedule shall be absolute and is intended by the Depositor, the Master Servicer, the Trustee and the Certificateholders to constitute and to be treated as a sale of the Subsequent Mortgage Loans by the Depositor to the Trust Fund. The related Mortgage File for each Subsequent Mortgage Loan shall be delivered to the Trustee or the Custodian at least three Business Days prior to the related Subsequent Transfer Date. The purchase price paid by the Trustee from amounts released from the Pre-Funding Account shall be one-hundred percent (100%) of the aggregate Stated Principal Balance of the Subsequent Mortgage Loans so transferred (as identified on the Mortgage Loan Schedule provided by the Depositor). This Agreement shall constitute a fixed-price purchase contract in accordance with Section 860G(a)(3)(A)(ii) of the Code.
(b) The Depositor shall transfer to the Trustee for deposit in the Mortgage Pool the Subsequent Mortgage Loans and the other property and rights related thereto as described in paragraph (a) above, and the Trustee shall release funds from the Pre-Funding Account, only upon the satisfaction of each of the following conditions on or p...
Conveyance of the Subsequent Mortgage Loans. The Trustee, or the Custodian on behalf of the Trustee, shall purchase the Subsequent Mortgage Loans as set forth in Section 2.02 of the Purchase Agreement. The Seller shall deliver a Mortgage File (as described in Section 2.01) with respect to such Subsequent Mortgage Loans.
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Sections 3.5(b) and 3.5(i) with respect to the Subsequent Mortgage Loans and paragraphs (b), (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the Subsequent Transfer Date to or upon the order of the Seller of all or a portion of the balance of funds in the Pre-Funding Account, the Seller shall on the Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the Seller's right, title and interest in and to principal and interest (including prepaid interest) due on each Subsequent Mortgage Loan after the Subsequent Cut-Off Date (other than payments of principal and interest due on or before the Subsequent Cut-Off Date) which Subsequent Mortgage Loans shall have been approved by the Certificate Insurer and which the Seller is causing to be delivered to the Trustee with the related Subsequent Transfer Agreement (and all substitutions therefor as provided by Sections 3.3, 3.4 and 3.6) together with the related Subsequent Mortgage Loan documents and the Seller's interest in any Property which secures a Subsequent Mortgage Loan but which is acquired by foreclosure or deed in lieu of foreclosure, and all payments thereon and proceeds of the conversion, voluntary or involuntary, of the foregoing and proceeds of all the foregoing (including, but not by way of limitation, all proceeds of any mortgage insurance, hazard insurance and title insurance policy relating to the Subsequent Mortgage Loans, cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables which at any time constitute all or part of or are included in the proceeds of any of the foregoing). The transfer by the Seller of the Subsequent Mortgage Loans set forth on the related Schedule of Mortgage Loans to the Trust shall be absolute and shall be intended by the Owners and all parties hereto to be treated as a sale by the Seller to the Trust. Any Subsequent Mortgage Loan so transferred will be included in one (and only one) of either Group I or Group II. The amount released from the Pre-Funding Account shall be one hundred percent (100%) of the aggregate principal balances of the Subsequent Mortgage Loans so transferred. Upon the transfer by the Seller of the Subsequent Mortgag...
Conveyance of the Subsequent Mortgage Loans. The Trustee shall distribute funds from the Pre-Funding Account for the purchase of the Subsequent Mortgage Loans upon the satisfaction of the conditions set forth in Section 2.02 of the Purchase Agreement. The Sponsor shall deliver a Mortgage File (as described in Section 2.01) with respect to such Subsequent Mortgage Loans.
Conveyance of the Subsequent Mortgage Loans. Subject to the conditions set forth in paragraph (b) below, in consideration of the Indenture Trustee's delivery on the related Subsequent Transfer Dates to or upon the order of the Sponsor of all or a portion of the balance of funds in the Trust A Pre-Funding Account, the Sponsor shall, on Subsequent Transfer Dates, transfer, assign and convey, without recourse, to Trust A for pledge to the Indenture Trustee on behalf of the Class A Noteholders all right, title and interest of the Sponsor in and to each Subsequent Mortgage Loan listed on the Schedule of Mortgage Loans delivered by the Sponsor on such Subsequent Transfer Date, all of the Sponsor's right, title and interest in and to principal collected and interest accruing on each such Subsequent Mortgage Loan on and after
Conveyance of the Subsequent Mortgage Loans. 19 Section 2.4. PRE-FUNDING ACCOUNT.........................................22 Section 2.5. INTEREST COVERAGE ACCOUNT...................................23 ARTICLE III
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.5 and paragraphs (b), (c) and (d) below (based on the
Conveyance of the Subsequent Mortgage Loans. (a) The Sponsor may, on Subsequent Transfer Dates, deliver to the Indenture Trustee loans eligible to become Subsequent Mortgage Loans on the next following Payment Date, in exchange, on such Payment Date, for monies released to the Originators pursuant to Section 8.5(b) of the Indenture, or a corresponding increase in the Originators' Interest. Upon assignment of any Pre-Funded Mortgage Loan, the Indenture Trustee shall release to the Sponsor an amount equal to the Principal Balance thereof as of the related Subsequent Cut-Off Date from amounts then on deposit in the Pre-Funding Account.
(b) The Sponsor shall transfer to the Indenture Trustee the Subsequent Mortgage Loans and the other property and rights related thereto described in paragraph (a) above only upon the satisfaction of each of the following conditions on or prior to the related Subsequent Transfer Date.
(i) the Sponsor shall have provided the Indenture Trustee and the Insurer with a timely Addition Notice and shall have provided any information
Conveyance of the Subsequent Mortgage Loans. (a) The Originator may, on Subsequent Transfer Dates, deliver to the Trustee loans eligible to become Subsequent Mortgage Loans on the next following Payment Date, in exchange, on such Payment Date, for monies released to the Originator pursuant to Section 7.5 hereof, or a corresponding increase in the Originator's Interest. If, on any Payment Date, the Principal Balance as of the related Subsequent Cut-Off Date of all Available Subsequent Mortgage Loans is less than the sum of (x) the amount on deposit in the Pre-Funding Account (net of Pre-Funding Earnings) at the opening of business on such Payment Date, (y) the amount described in Section 7.5(b)(vii) and (z) the amount which is the lessor of (a) the amount described in Section 7.5(b)(x)(A)(1)(a) and (b) the amount described in Section 7.5(b)(x)(A)(1)(b), then such Available Subsequent Mortgage Loans shall be allocated in the following order of priority:
(i) first, as Pre-Funded Mortgage Loans, to the extent of the amount described in clause (x) above;
(ii) second, as Additional Mortgage Loans, to the extent of the amount described in clause (y) above; and
(iii) third, as O/C Mortgage Loans, to the extent of the amount of clause (z) above. Upon assignment of any Additional Mortgage Loan, the Trustee shall release to the Originator an amount equal to the lesser of (A) the sum of (i) Net Principal Collections for the related Remittance Period and (ii) the amount on deposit in the Revolving Account at the opening of business on such Payment Date and (B) the aggregate Principal Balance as of the related Subsequent Cut-Off Date of all Additional Mortgage Loans relating to such Payment Date pursuant to Section 7.5(b)(vii). Upon assignment of any Pre-Funded Mortgage Loan, the Trustee shall release to the Originator an amount equal to the Principal Balance thereof as of the related Subsequent Cut-Off Date from amounts then on deposit in the Pre-Funding Account. Upon assignment of any O/C Mortgage Loan, the Trustee shall release to the Originator an amount equal to the lesser of (a) the Overcollateralization Deficiency Amount for such Payment Date and (b) the aggregate Principal Balance thereof as of the related Subsequent Cut-Off Date of all such available O/C Mortgage Loans, pursuant to Section 7.5(b)(x). In addition, the Originator may assign O/C Mortgage Loans to the Trust in exchange for an increase in the Originator's Interest in lieu of, or in addition to, money.
(b) The Originator shall transfer to the T...
Conveyance of the Subsequent Mortgage Loans. (a) Subject to the satisfaction of the conditions set forth in Section 3.5 and paragraphs (b), (c) and (d) below (based on the Trustee's review of such conditions) in consideration of the Trustee's delivery on the relevant Subsequent Transfer Dates to or upon the order of the Company of all or a portion of the balance of funds in the PreFunding Account, the Company shall on any Subsequent Transfer Date sell, transfer, assign, set over and otherwise convey without recourse, to the Trustee, all of the Company's right, title and interest in and to each Subsequent Mortgage Loan listed on the related Schedule of Mortgage Loans (other than any principal and interest payments due thereon on or prior to the relevant Subsequent Cut-Off Date) which the Company is causing to be delivered to the Custodian, on behalf of the Trustee herewith (and all substitutions therefor as provided by Sections 3.3, 3.4 and 3.
