Repurchase and Substitution. If there is no Controlling Holder under the Pooling and Servicing Agreement, then all rights that are to be exercised by the Controlling Holder pursuant to Section 10(a) shall be exercised by Assignee.
Repurchase and Substitution. The second paragraph of Section 3.04 shall be amended and replaced, to read in its entirety as follows: Upon discovery by the Seller, the Servicer or the Purchaser of a breach of any of the representations and warranties contained in Sections 3.01, 3.02 or 3.03 that materially and adversely affects the value of the Mortgage Loans or the interest of the Purchaser in the Mortgage Loans (or that materially and adversely affects the value of the related Mortgage Loan or the interests of the Purchaser in the related Mortgage Loan, in the case of a representation or warranty relating to a particular Mortgage Loan), the party discovering such breach shall give prompt written notice to the other. Each determination as to whether there has been such a breach shall be conducted on a Mortgage Loan-by-Mortgage Loan basis. A breach of representations and warranties in the first sentence of Section 3.03(21) and Sections 3.03(41) and (52) hereof, shall be deemed to materially and adversely affect the value of the related Mortgage Loan and the interest of the Purchaser therein. With respect to the representations and warranties contained in Section 3.03 that are made to the Seller’s knowledge, if it is discovered by either the Seller or the Purchaser that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan or the interests of the Purchaser therein, the Purchaser shall be entitled to all the remedies to which it would be entitled for a breach of such representation or warranty, including, without limitation, the repurchase requirements contained herein, notwithstanding Seller’s lack of knowledge with respect to the inaccuracy at the time the representation or warranty was made.
Repurchase and Substitution. 38 Section 3.05 Certain Covenants of each Seller and the Servicer................................40
Repurchase and Substitution. It is understood and agreed that the representations and warranties set forth in Sections 3.01, 3.02 and 3.03 shall survive the sale of the Mortgage Loans to the Purchaser and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment or the examination of any Mortgage File. Upon discovery by either of the Sellers or the Purchaser of a breach of any of the representations and warranties contained in Sections 3.01, 3.02 or 3.03 that materially and adversely affects the interest of the Purchaser (or that materially and adversely affects the interests of the Purchaser in the related Mortgage Loan, in the case of a representation or warranty relating to a particular Mortgage Loan), the party discovering such breach shall give prompt written notice to the other.
Repurchase and Substitution. 45 Section 3.05 Removal of Mortgage Loans from Inclusion Under this Agreement Upon an Agency Transfer, Whole-Loan Transfer or a Securitization Transaction on One or More Reconstitution Dates..........................47 Section 3.06 Review of Mortgage Loans..................................50
Repurchase and Substitution. 25 ARTICLE 4. COVENANTS............................................................ 28
Repurchase and Substitution. (a) With respect to any Mega Issue or SMBS Series, upon discovery of a breach by the Transferor of a representation or warranty made by the Transferor to the Issuer with respect to the Trust Assets included in the Trust Fund, the Issuer may, within 90 days of discovery of such breach, repurchase from the Trust at the applicable Purchase Price any Trust Assets with respect to which such breach applies; provided, however, that no Pooled Security that is a principal only security or an interest only security may be repurchased by the Issuer pursuant to this Section 2.06(a).
(b) The Issuer will, as soon as practicable, repurchase from the Trust at the applicable Purchase Price any Trust Assets 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 such Trust Assets was unauthorized; or (ii) a court or governmental agency requires purchase of such Trust Assets from a Trust.
(c) With respect to any Mega Issue, in lieu of repurchasing a Pooled Security pursuant to Section 2.06(a), the Issuer may remove such Pooled Security from the related Trust Fund and substitute therefor one or more Pooled Securities; provided, that such substitution will be permissible only if (i) such substitute Pooled Securities have the characteristics set forth in the related Final Data Statement (ii) such substitute Pooled Securities have an aggregate principal balance, as of the date of substitution, equal to the aggregate principal balance of the repurchased Pooled Security, (iii) such substitute Pooled Securities have the same prefix designation, for Pooled Securities that are fixed-rate Pooled Megas, and have the same subtype designation, for Pooled Securities that are adjustable-rate Pooled Megas, as all other Pooled Securities in the related Trust Fund and (iv) such substitution occurs within 90 days of the related Mega Issue Date.
(d) Any repurchase or substitution occurring pursuant to this Section 2.06 will be effective as of the first day of the calendar month in which such repurchase or substitution occurs. Upon removal and substitution (if applicable) of any Pooled Security, the Issuer will amend the related Schedule of Trust Assets to reflect such removal and substitution (if applicable).
Repurchase and Substitution. (3)(c) and (d) (c) Consent of the Purchaser.
Repurchase and Substitution. (1) It is understood and agreed that the representations and warranties set forth in Sections 3.01, 3.02 and 3.03 shall survive the sale of the Mortgage Loans to the Purchaser and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment or the examination of or failure to examine any Mortgage File.
(2) Upon discovery by either of the Sellers or the Purchaser of a Defect in any Mortgage File or a breach of any of the representations and warranties contained in Sections 3.01, 3.02 or 3.03 that materially and adversely affects the interest of the Purchaser (or that materially and adversely affects the interests of the Purchaser in the related Mortgage Loan, in the case of a representation or warranty relating to a particular Mortgage Loan), the party discovering such breach shall give prompt written notice to the other. Any such breach or Defect that causes a Mortgage Loan not to be a "qualified mortgage" within the meaning of Section 860G(a)(3) of the Code shall be deemed to materially and adversely affect the interests of the Purchaser.
(3) Unless permitted a greater period of time to cure as set forth in Section 2.04, the applicable Seller shall have a period of 60 days from the earlier of either discovery by or receipt of notice from the Purchaser to the Seller of any breach of any of the representations and warranties contained in Sections 3.01, 3.02 or 3.03 that materially and adversely affects the interest of the Purchaser
Repurchase and Substitution. Certain Covenants of each Seller and the Servicer.
