(a) Representations and Warranties. Post cuatro shall be true and correct (without giving effect to materiality, Material Adverse Effect or any similar qualification) as of each Closing as if made at such time (except to the extent that any such representation and warranty expressly speaks as of an earlier date, in which case such representation and warranty shall be true and correct as of such earlier date).
(b) Trust Receipt. The Purchaser shall have received from the Custodian a trust receipt in form and substance acceptable to the Purchaser with respect to the Custodian's receipt of the Collateral Files for the related HELOCs.
(d) Covenants. The covenants and agreements contained in this Agreement to be complied with by Seller on or before each Closing shall have been complied with in all material respects.
7.3 Criteria into Loans off Seller. The obligations of Seller hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or before each Closing, of each of the following conditions (all or any of which may be waived in writing in whole or in part by Seller in its sole reasonable discretion):
(a) Representations and you may Warranties. Each of the representations and warranties of Purchaser in shall be true and correct (without giving effect to materiality or any similar qualification) as of each Closing as if made at such time (except to the extent that any such representation and warranty expressly speaks as of an earlier date, in which case such representation and warranty shall be true and correct as of such earlier date).
(b) Covenants. The covenants and agreements contained in this Agreement to be complied with by Purchaser on or before each Closing shall have been complied with in all material respects.
(a) The newest HELOCs might possibly be purchased by the Customer and you may sold by the the vendor into the a maintenance-put out foundation additionally the acquisition of the fresh new HELOCs of the Customer shall, for everybody aim, tend to be most of the Upkeep Legal rights associated thereto. Inside the Repair Months, the latest Servicer, due to the fact a different contractor and you will pretending by yourself, will service the HELOCs sold towards the Buyer towards such as for example Closure Date in line with Recognized Repair Methods in addition to terms of this Agreement on behalf of Buyer due to the fact manager of your own HELOCs and you will Repair Liberties.
Servicing Settlement
(b) New Servicer will service the HELOCs in accordance with the terms out-of Blog post IV of your own Existing Repair Agreement additionally the relevant Borrowing from the bank Agreement. To possess reason for the current Maintenance Contract, all HELOCs can be managed because of the Servicer because Mortgage loans, Qualified Mortgages, Non-Department Mortgage loans (on the the amount such as for example provisions can be applied so you can HELOCs), and you can often as the Very first Lien Mortgages or Next Lien Financial Loans, since the relevant, and as recognized on the associated Mortgage Plan.
Blog post 5
(c) To the extent set forth in and subject to the terms of the Delegation of Authority Matrix attached as Showcase 10 to the site Existing Servicing Agreement, Purchaser hereby delegates authority to the Servicer to carry out the Servicer's servicing and administration duties with respect to the HELOCs without obtaining the Purchaser's prior written approval.
8.dos . Due to the fact thought for maintenance the fresh HELOCs, the brand new Purchaser shall (a) spend the money for Servicer the appropriate Maintenance Commission or other Fees the brand new Servicer are permitted per month, and (b) let the Servicer to retain more repair payment on the setting from Supplementary Earnings, each according to Schedule 1 hereto.
(a) By each Closing Date, this new Buyer shall assume brand new obligations of Provider so you can funds Draws. Despite the foregoing, Servicer shall administer the brand new Mark requests and Brings, from the among other things using Mark demands regarding Mortgagors, choosing whether the Draw demand is within the related Credit limit and you may Draw Period and you will if not permitted from the associated Borrowing from the bank Contract within such as for example go out, alerting Mortgagors whether or not the Draw demand is honored, and remitting brand new approved Mark with the Mortgagor, if the relevant, prior to Approved Servicing Techniques.