Purchase and Substitution Sample Clauses
Purchase and Substitution. (a) It is understood and agreed that the representations and warranties set forth in Section 4.01 shall survive the transfer of the Mortgage Loans by the Depositor to the Issuing Entity, the subsequent pledge thereof by the Issuing Entity to the Indenture Trustee, for the benefit of the Noteholders, and the delivery of the Notes to the Noteholders, and shall continue in full force and effect, notwithstanding any restrictive or qualified endorsement on the Mortgage Notes and notwithstanding subsequent termination of this Agreement.
(b) Upon discovery by the Depositor, the Sponsor, the Servicer, the Indenture Trustee or a Noteholder of a breach of any of the representations and warranties in Section 4.01 which materially and adversely affects the value of any Mortgage Loan, or which materially and adversely affects the interests of the Noteholders in the related Mortgage Loan, the party discovering such breach or failure shall promptly (and in any event within five (5) days of the discovery) give written notice thereof to the others. Within sixty (60) days of the earlier of its discovery or its receipt of notice of any breach of a representation or warranty, the Depositor shall, and if the Depositor fails to, then the Sponsor shall (a) promptly cure such breach in all material respects, (b) purchase such Mortgage Loan on a Servicer Remittance Date, in the manner and at the price specified in Section 2.06(b) and this Section 4.02, or (c) remove such Mortgage Loan from the Trust Estate (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner specified in Section 2.06 and this Section 4.02. The Indenture Trustee shall deliver prompt written notice to the Rating Agencies of any repurchase or substitution made pursuant to this Section 4.02 or Section 2.06(b).
(c) As to any Deleted Mortgage Loan for which the Depositor or the Sponsor substitutes a Qualified Substitute Mortgage Loan or Loans, the Servicer shall cause the Depositor or Sponsor to effect such substitution by delivering to the Indenture Trustee a certification, in the form attached hereto as Exhibit F, executed by a Servicing Officer, and the documents described in Sections 2.05(a)(i)-(vi) for such Qualified Substitute Mortgage Loan or Loans.
(d) The Servicer shall deposit in the Collection Account all payments received in connection with such Qualified Substitute Mortgage Loan or Loans after the date of such substitution. Mont...
Purchase and Substitution. 39 Section 3.4
Purchase and Substitution. (a) Upon discovery by the Seller, the Depositor, the Servicer, the Indenture Trustee or the Note Insurer of a breach of any of representation or warranty set forth in Section 1.04 of the Home Loan Sale Agreement which materially and adversely affects the value of any Home Loan or the interests of Securityholders or the Note Insurer, the party discovering such breach shall give prompt written notice to the others, and the Indenture Trustee shall enforce its rights as to any Home Loan with respect to which such a breach of representation or warranty has occurred against the Seller under the Home Loan Sale Agreement for the benefit of Securityholders and the Note Insurer.
(b) Any Loan Purchase Price paid in connection with the repurchase of a Deleted Home Loan, and any Substitution Adjustment paid in connection with the substitution of a Qualified Substitute Home Loan, shall be deposited into the Collection Account.
(c) The Servicer shall deposit in the Collection Account all payments received in connection with such Qualified Substitute Home Loan or Loans after the date of such substitution. Monthly Payments received with respect to Qualified Substitute Home Loans on or before the date of substitution will be retained by the Seller. The Trust will own all payments received on the Deleted Home Loan on or before the date of substitution, and the Seller will thereafter be entitled to retain all amounts subsequently received in respect of such Deleted Home Loan. The Servicer shall give written notice to the Indenture Trustee and the Note Insurer that such substitution has taken place and shall amend the Home Loan Schedule to reflect the removal of such Deleted Home Loan from the terms of this Agreement and the substitution of the Qualified Substitute Home Loan. Upon such substitution, such Qualified Substitute Home Loan or Loans shall be subject to the terms of this Agreement in all respects.
(d) With respect to each Qualified Substitute Home Loan to be delivered to the Indenture Trustee (or its Custodian) pursuant to the terms of this Article III in exchange for a Deleted Home Loan: (i) the Seller shall deliver to the Indenture Trustee (or its custodian) the Mortgage File for the Qualified Substitute Home Loan containing the documents set forth in Section 2.03(a) along with a written certification certifying as to the delivery of such Mortgage File and containing the granting language set forth in Section 2.01(a); and (ii) the Seller will be deemed to have made...
Purchase and Substitution. 42 ARTICLE IV ADMINISTRATION AND SERVICING OF THE HOME LOANS
Purchase and Substitution. 15 Article V. ADMINISTRATION AND SERVICING OF THE MORTGAGE LOANS....................................................18
Purchase and Substitution. (a) It is understood and agreed that the representations and warranties set forth in Sections 3.03 and 3.04, shall survive the conveyance of the Home Loans to the Issuer, the Grant of the Home Loans to the Indenture Trustee and the delivery of the Securities to the Securityholders. Upon discovery by the Seller, the Servicer, the Transferor, the Custodian, the Issuer, the Indenture Trustee, the Securities Insurer or any Securityholder of a breach of any of such representations and warranties which materially and adversely affects the value of the Home Loans or the interest of the Securityholders or the Securities Insurer, or which materially and adversely affects the interests of the Securityholders or the Securities Insurer in the related Home Loan in the case of a representation and warranty relating to a particular Home Loan (notwithstanding that such representation and warranty was made to the Transferor's best knowledge), the party discovering such breach shall give prompt written notice to the others. The Transferor shall within 60 days of the earlier of its discovery or its receipt of notice of any breach of a representation or warranty, promptly cure such breach in all material respects. If, however, within 60 days after the notice to the Transferor respecting such breach the Transferor has not remedied the breach and the breach materially and adversely affects the interests of the Securityholders or the Securities Insurer generally or in the related Home Loan (the "Defective Home Loan"), the Seller shall cause the Transferor on or before the Determination Date next succeeding the end of such 60 day period either (i) to remove such Defective Home Loan from the Trust (in which case it shall become a Deleted Home Loan) and substitute one or more Qualified Substitute Home Loans in the manner and subject to the conditions set forth in this Section 3.05 or (ii) to purchase such Defective Home Loan at a purchase price equal to the Purchase Price (as defined below) by depositing such Purchase Price in the Collection Account. In addition, the Transferor shall indemnify the Trust and the Securities Insurer for any losses incurred in excess of the proceeds received from the repurchase or substitution of any such Defective Home Loan. In the event the Seller or the Transferor is notified that any Mortgaged Property for a secured Home Loan is not free of damage or not in good repair, regardless of the Transferor's knowledge, the Seller shall cause the Transferor...
Purchase and Substitution. 53 Section 3.04 Representations, Warranties and Covenants of the Trustee, the Collateral Agent and the Back-up Servicer.......................................................................55 ARTICLE IV THE CERTIFICATES
Purchase and Substitution. 67 ARTICLE IV THE CERTIFICATES
Purchase and Substitution. 42 ARTICLE IV
Purchase and Substitution. (a) Upon discovery of a breach by the Transferor of a representation or warranty made by the Transferor to the Issuer with respect to the Mortgage-Backed Securities to be included in the Trust Fund, the Issuer may, within 90 days of discovery of such breach, purchase from the Trust at the applicable Purchase Price any Mortgage-Backed Security with respect to which such breach applies.
(b) The Issuer will, as soon as practicable, purchase from the Trust at the applicable Purchase Price any Mortgage-Backed Security if (i) the Issuer, a court of competent jurisdiction or a governmental agency duly authorized to oversee or regulate the Issuer’s business determines that the Issuer’s acquisition of that Mortgage-Backed Security was unauthorized; or (ii) a court or governmental agency requires purchase of that Mortgage-Backed Security from a Trust.
(c) Notwithstanding the foregoing, no Mortgage-Backed Security that is a principal only security or an interest only security may be purchased by the Issuer pursuant to Section 2.06(a).
(d) In lieu of purchasing a Mortgage-Backed Security pursuant to Section 2.06(a), the Issuer may remove such Mortgage-Backed Security from the Trust and substitute therefor one or more Mortgage-Backed Securities; provided, that such substitution will be permissible only if (i) such substitute Mortgage-Backed Securities have the agreed upon characteristics for Mortgage- Backed Securities to be included in the Trust Fund (subject to customarily permitted tolerances),