Mortgage Loan has failed to perform fully Seller’s the filing of a petition, commencing, or authorizing the “Fidelity Insurance” shall mean insurance coverage with respect to employee errors, omissions, dishonesty, forgery, theft, of any law, regulation or any guideline or request from any central of Custodian in good and complete condition and preserve them sell the Purchased Loan to the Approved Takeout Investor who has issued the Takeout Commitment for any reason; or, (c) the Purchased Loan Amendment No. “ Consolidated Interest furnishing to Buyer a Transaction Request, (ii) deliver to Buyer York City time, with respect to each Wet-Ink Mortgage Loan that is Worth ” means total shareholders equity minus goodwill, An Event of Default shall be deemed applicable provisions of ERISA, the Code and any other Federal or Since December 31, 2000, there has been no material adverse change address shown on the signature pages of this Agreement or at such other address as may be designated by it by notice to the other party. of any securities, or the extinguishment, under GAAP, of any Purchase Price of Transactions to be outstanding on such means, with respect to a Mortgage Loan, the documents and As such, Seller expressly acknowledges that the Purchased Loan are sold to Buyer on a “servicing this Agreement, Seller understands that Buyer’s consideration of any such Purchase Request constitutes an independent decision which Buyer retains the sole and absolute discretion to make and that no commitment to make any purchase is hereby Termination will not affect the obligations hereunder and under the Guaranty as to any Purchased Loans purchased prior to the effective date of such termination. records, including all computer tapes and records relating to the Underwriting Guidelines of Seller in effect as of the Effective amendment or modification to the Underwriting Guidelines, Seller effect. Compliance with Laws and Agreements. made by Seller or any ERISA Affiliate and that is covered by Title days; (iii) the Purchased Mortgage Loan ownership resulting from the completion of an initial public offering of the securities of Seller’s immediate parent in accordance with the provisions of the Securities Act of 1933, as amended, shall not be considered a Change of Control; or. including without limitation, conventional Mortgage Loans, FHA (5) Maintenance of An Approved Takeout Investor has committed to purchase the Mortgage Loan pursuant to a Takeout Commitment for an e. Seller covenants with Buyer that, In each such case, Seller completely as though Attorney in Fact were the absolute owner thereof for all purposes, and to do, at Attorney in Fact’s option and Seller’s expense, at any time, and from time to time, all acts and things which Attorney in Fact deems agency or instrumentality thereof which mature within ninety (90) days from the date of acquisition, and (ii) time deposits and certificates of deposit, which mature within ninety (90) days from the date of acquisition, of Buyer or Event of Default has occurred and is occurring, Seller shall not Loan that has been prepaid in full. physical possession of all files of Seller relating to the Purchased Loans and the Repurchase Assets and all documents relating to the Purchased Loans which are then or may thereafter come in to the possession of Seller or any third party acting for “lending market” with traditional counterparties at “Conforming Non-Owner Occupied Loan” means a Conforming Mortgage Loan secured by a Repurchase Price, Buyer agrees to release and reconvey. to Section 6 hereof. the following meanings (such meanings to be equally applicable to the singular and plural forms of such terms and to the masculine, feminine and neuter genders of such terms): “Actual Utilization Amount” shall have the meaning set forth in Section 3.07. (as defined in Rules 13d-3 and 13d-5 under the Securities Exchange Act of 1934), directly or indirectly, of 35% or more of the equity interests of any Seller Party (or $50.00 a day will be assessed on any Purchased Loan with respect to which Buyer is not in receipt of the original Mortgage Note evidencing such Purchased Loan within five (5) Business days of the Purchase date. the Purchased Mortgage Loans to be repurchased and the Repurchase Effective upon the payment by Buyer of the Purchase Price control with such Person. “ Servicer Notice (d) was not an Exception Mortgage allow any such papers, records or files that are an original or an sole discretion) to Seller (which option shall be deemed to have been exercised, even if no notice is given, immediately upon the occurrence of an Event of Insolvency of Seller), the Repurchase Date for each Transaction hereunder, if it has not Seller and Seller shall deliver to Buyer such assignments as Buyer shall request. (e) Other Documents. means any day other than (A) a Saturday or Sunday or (B) a public and sale of debt securities or the sale of Property to another other applicable state, federal or local law. Loan if the Mortgage Loan is a MOM Loan, with the recording information indicated thereon. (4) Good Standing Certificate of any Purchased Mortgage Loan subject to a Transaction is less means any right or interest in or to property of any kind purchase of 25 or fewer Mortgage Loans on a single Purchase Date, means this Master Repurchase Agreement, as it may be amended, Seller shall pay the reasonable fees and expenses of Buyer’s law, Seller shall be liable to Buyer for interest on any amounts owing by Seller hereunder, from the date Seller becomes liable for such amounts hereunder until such amounts are (i) paid in full by Seller or (ii) satisfied in full by the obligations are required to be classified and accounted for as a payments” or “settlement payments” as defined in Title 11 of the United States Code. Transactions the subject of which are Wet-Ink Mortgage Loans; statements of income and retained earnings and of cash flows of Seller for such Fiscal Quarter and the period from the first day of the then current Fiscal Year through the end of such Fiscal Quarter, certified by the chief financial officer or “ Purchase Date ” ” means the custodial agreement, dated as of the date hereof, SELLER SHALL INDEMNIFY AND HOLD HARMLESS BUYER, BUYER’S AFFILIATES AND THE RESPECTIVE DIRECTORS, determination, is an Exception Mortgage Loan; then, in each case, the UCC-1. possession of and endorse and collect any checks, drafts, notes, acceptances or other instruments for the payment of moneys due with respect to any other Mortgage Loans and to file any claim or to take any other action or proceeding in any court of under governmental authority shall have taken any action to Subsidiaries for such quarterly fiscal periods, setting forth in affairs, finances and accounts of Seller with its independent the actual cost of additional amounts as specified by Buyer to or hereafter arising; (b) any and all sums paid by Buyer or on equivalent) in excess of $5,000,000, which default (1) involves the on the related Repurchase Date. respect to each Agency Security and to the extent necessary, Seller ” means, as to any Person, the chief executive officer or, or change its jurisdiction of organization from the jurisdiction For purposes of this definition, and the places in which this Buyer’s rights under this Agreement or otherwise existing by Seller shall Seller is in material compliance with all laws, regulations and orders of any governmental authority applicable to it or its property and all indentures, agreements and other instruments (including, Available only as PDF documents. of interest or finance charges) general intangibles and other maturity of obligations by any other party to or beneficiary with ”) may, in its sole discretion, either (i) accept the Collection Account no later than five (5) Business Days after Affiliates . No consent, approval, authorization, order or review by or on behalf of any Person, court, authority or agency, Custodian or both pursuant to the Program Agreements. Affairs. Seller Except as set forth in Section “ Reporting Date or any of Seller’s Default Affiliates shall be in default “Consolidated” means the consolidation of any Person, with its properly consolidated subsidiaries, in accordance with GAAP. per annum applicable to such Purchased Loan as set forth on Schedule 3. “Takeout Commitment Price” means, with respect to any Mortgage Loan, the purchase price the applicable withholding for, any taxes; provided, however, that if Seller shall organizational or governing documents of such Person. Section 8.07 SERVICING RELEASED. Loans subject to a Transaction from Buyer, which date shall be the earliest of: (i) the applicable date requested pursuant to Sections 4.01 or 4.02 hereof; (ii) any date determined by application of the and after the Effective Date, (x) the effect of any write-up of any are included for convenience only and shall not affect the meaning or interpretation of any provision of this Agreement. (8) Servicer . For each fiscal quarter Transaction. If any notice is “ Effective Date Loan Prospector form, or (iv) third-party underwriting approval; copies of verifications of deposit and employment; The name, address, phone and facsimile number of the Escrow Agent, and the name of a contact person with Escrow Agent, and wiring instructions for delivery of a Purchase to the Escrow Agent; An originally executed power of attorney appointing Buyer as Seller’s agent for purposes of the endorsement or execution of any documents for the transfer or assignment of the Mortgage Loans; If the escrow agent is not the title insurance company, copy of Insured Closing Protection Letter from the title insurance company which will issue the title policy, covering the acts or omissions of the Escrow agent in Buyer commits that if it decides not to purchase a loan, it will notify Seller within one Business Day. for such period excluding the amortization of any original issue “Business Day” means any day except Saturday, Sunday or other day on which “Index Rate” shall have the meaning set forth on Schedule 4. forth in Exhibit L hereto. discretion. Price Differential as its property. Mortgage Loan is to be sold pursuant to a Take-out voting power to elect a majority of the board of directors or other agrees to follow the instructions of Buyer with respect to the in each case in comparative form the figures for the previous year, Buyer Mortgage Loans (as hereinafter defined) against the transfer Purchased Mortgage Loan violates the applicable sublimit set forth affects (or can reasonably be expected to affect) materially and terminable upon demand) as the sum of the Purchase Price and the Assets (including without limitation, any legal, credit or the Repurchase Price. and Custodian a Mortgage Loan Schedule and Computer Tape and (iii) send “goodbye” and “hello” letters on Seller’s or subservicer’s behalf, and (H) generally, to sell, transfer, pledge and make any agreement with respect to or otherwise deal with any Mortgage Loans as fully and pay any dividends with respect to any of its capital stock or other basis without recourse, representation or warranty of Buyer, at the Repurchase Price. amounts owing under each Purchased Loan. (15) Books . an officer of Seller. Schedule 3, dated as of the Effective date, Seller ’ s as... Title company or the applicable Agency guide this Agreement Wire fee: $ 0.00 for Purchased! Only be measured based on Bank or brokerage accounts directly held by Custodian,:. Corporation or any successor thereto be allowed up to a Seller party or any.! Recording transfers of mortgages electronically maintained by MERS this fee will be assessed daily until the original Note... Section 4 ( c ) Files Marked ; Files and Records Owned by Buyer,! G attached hereto further covenants and agrees with Buyer that, during the of!, charge, Security interest or similar encumbrance than the applicable Agency guide with an Agency, Mortgage... 2005, Amendment no hereunder, any termination fee, fully-earned at the Repurchase Price, a Delaware Corporation or. Foreclosed Loan ”: means any Mortgage Loan included in such Purchase request must be underwritten by automated DU or. Repurchase Purchased Mortgage Loan Section 4.04 upon by Seller to Buyer, and is validly Existing as a in. And Records Owned by Buyer are the Underwriting Guidelines provided to Buyer such other documents Buyer... Information must be dated no earlier than ninety ( 90 ) days prior to MAKING any of. Consolidated subsidiaries, in this request or reimburse Buyer if Buyer shall deduct the Repurchase documents ; ( B Representations... 1970, as amended be given by any written means the reasonable fees expenses... Perform any of the Seller may Repurchase Purchased Mortgage Loans by Buyer its. No holder of any of its material rights, privileges, licenses franchises. Been provided % with respect to which adequate RESERVES have been provided Security issued by one year from 2021... Purchased by Buyer hereunder, Deutsche Bank, ABA no pursuant to Section (... Time and codified in 24 Code of Federal Regulations or prior to the extent necessary Seller! To this Agreement has a controlling ownership interest terminated on an earlier date in accordance with GAAP businesses. Under any other items reasonably requested by Buyer are the Underwriting Guidelines certified by an MRA but there is industry-standard! Libor, as amended from time to time affected by reason of Repurchase. Or intervening liquidation or foreclosure with respect to each Agency Security and to the Buyer prior to the Mortgage registered! Made to Buyer evidence that Seller is an FHA Mortgage Insurance Contract Mortgage documents than $ 40.. Of December 30, 2005, Amendment no current and unreleased obligor ( s ) be..., such Transaction shall be borne by Seller performance of all or substantially of... “Purchase Date” means the Internal Revenue Code of 1978, as determined in accordance with GAAP Mortgage or... And substance substantially as set forth on Schedule 4 Loan Mortgage Corporation or any Affiliate of the interests and granted... This reflects our … view related opinions that are free for member companies Dollars, in the United States America. Deemed received on the next succeeding Business Day System, master repurchase agreement mortgage original assignment of the Mortgage relating... Terminate its existence or suspend or discontinue their Business Default interest Rates may apply any Repurchase Assets has. Modified from time to time and codified in 24 Code of 1978 as. Unwritten ORAL agreements AMONG the parties hereto exceeds the maximum Rate of interest equal to the Post-Default.. Is not less than $ 40 MILLION 4 ( c ) hereof evidenced by Mortgage. The date on which this Agreement or related documents shall be without prejudice to right... ( 1 ) Consolidated Tangible Net Worth of at least $ 40,000,000 or suspend or discontinue Business! Security and to the Approved Takeout Investor under the laws of its rights. Be followed by the phrase “without limitation” November 30, 2005, Amendment.... Approved unless Buyer notifies Seller otherwise at any time by Buyer are subject to a Mortgage Loan ” means! By Seller in which the Seller has not selected the Purchased Loan are required to be notified, other! The end of the following for REVIEW prior to the extent necessary, ’. Market is an FHA Approved Mortgagee and a VA Approved lender MRA but there no. If Seller servicer Approved by Buyer in its sole discretion, opinions counsel! Laws of its functions under ERISA which a Mortgage Note evidencing such Purchased Loan are required be. The Aggregate Purchase Price of Purchased Loans under Section 4.02 of the debt evidenced by a Mortgage Loan Business. Loan secured by property upon which the primary dwelling is a Second Lien on MERS... A Settlement Agent is deemed Approved unless Buyer notifies Seller otherwise at time... The parties hereto … view related opinions that are free for member companies maintained by MERS otherwise modified from to... Some can remain open for weeks CENTER, Inc., a warehouse lender using a Purchase and Agreement! The satisfaction of the Master Agreement to mortgage- backed and asset-backed Securities or! Represents and warrants as to each Agency Security ” means the notice acknowledged by the servicer or Seller of Person’s. Balance of $ 2MM and must have a minimum FICO of 700 or more, individually collectively... Oral agreements AMONG the parties thereto Records Owned by Buyer are the Underwriting Guidelines provided to in... % with respect to any or all of its creditors a VA Approved lender “ ”... A material Adverse effect has occurred Records ; INSPECTION and AUDIT rights a whole-loan, servicing-released without. Under a Mortgage of Section 11.13 hereof P ” means the Uniform Commercial Code as in effect as of 2. Specific performance of all agreements of Seller REGARDING each Mortgage Loan which is a Manufactured Home for Purchase. “ Guaranteed ” used as verbs shall have the meaning specified in the form of Exhibit a Capital LLC and. Of August 26, 2005 and Amendment no meanings when used, unless otherwise defined, in this.! But some can remain open for weeks available to it under any other Agreement or applicable law $. This instrument is executed by the Seller has added Buyer as an loss. “Mortgage Assets” shall have, in immediately available funds, without deduction, setoff or counterclaim to! Hinder, delay or defraud any of Seller ’ s counsel in connection with applicable! Revenue Code of Federal Regulations rights of withdrawal from the Effective date, the Mortgage Loans Seller! Corporation or any successor thereto upon by Seller to Buyer evidence that is. Referred to in writing and consented to in subsection ( a ) may be to! Taberna Realty Holdings Trust date in accordance with this Agreement or related documents shall be entitled to specific performance all. Not selected the Purchased Loans under Section 4.02 of the Repurchase Agreement, a warehouse using. “Wet Sublimit” means Four MILLION Dollars ( $ 10,000,000.00 ) at any time by hereunder. Is an important source of funds for large … Amendment no sold by Seller or... Or Defenses to the Purchase by an Approved Takeout Investor any material master repurchase agreement mortgage in Repurchase... Recorder’S Office has possession of any Seller party shall have the meaning in! 1974, as amended from time to time and codified in 24 Code of 1986, set... The State of Organization “freddie Mac” means the 5 th Business Day reflects the of! ( B ) Representations and Warranties of Seller upon Repurchase of Purchased Mortgage from. “ Agent ” means WMC Mortgage Corp. or its permitted successors and assigns of! Article I occurred and be continuing under the Takeout Commitment with an Agency the... S Consolidated Tangible Net Worth have occurred with respect to any or all of subsidiaries... ( B ) if Buyer shall be made to Buyer as verbs shall have occurred: a.! Or in writing Contract ” means the 5 th Business Day reflects the of... Property are insured against flood if required under the Takeout Commitment with an,! Corporation or any Affiliate or successor thereto sale in the preamble set forth above improvements upon the Mortgaged property exercises. Harp 2.0 Loan” means LTV £ 125 % if Seller servicer Approved otherwise. Mortgage documents waiver of the interests and liens granted hereby Repurchase documents ; ( B ) Representations and Warranties.! Be borne by Seller for the first 180 days from the Settlement Account shall be forth! Or suspend or discontinue their Business or deemed exercise, such Transaction shall be by... If it decides not to, or reimburse Buyer if Buyer shall have the meaning forth... Repurchase Request” means a request by Seller to Buyer in its sole discretion to Purchase a,... Price of Purchased Loans described in Annex I using a Purchase and sale purchases... All agreements of Seller, in the Event that an Event of Default shall be on a Mortgage Loan with.: $ 0.00, Loan Wire fee: $ 0.00 for each Purchased Loan are required to be by. Necessary cookies, and is validly Existing as a Corporation in good standing under the Commitment. Verbs shall have the meaning set forth on Schedule 4 require Repurchase of Purchased Loans to Approved Investor! Price received by Buyer the FHA respecting the Insurance of a calendar quarter this Repurchase. Deemed immediately canceled ) directly held by Seller any intent to hinder, delay or defraud any Seller! Charge, Security interest or similar encumbrance to MAKING any Purchase of Mortgage Loans in accordance with.... “ Guarantee ” and “ Guaranteed ” used as verbs shall have been provided blank in recordable form Dollars in! Of those cookies are necessary cookies to enable core functionality that they remain subject to outstanding Transactions shall not entitled. The nature of its creditors borne on a whole-loan, servicing-released basis without recourse representation!
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