Common use of Class C Interest Clause in Contracts

Class C Interest. On the Closing Date, there shall be created an interest in the Trust (the “Class C Interest”) that will confer to its holder the right to cause the Trust to redeem or repurchase the Bonds in the manner and under the circumstances set forth in Section 10.1 of the Indenture and Section 7.01 of the Master Servicing Agreement. Such right shall be the sole right conferred upon the holder of the Class C Interest. Other than as set forth in this Section 4.12, the holder of the Class C Interest shall have no duties, rights or powers with respect to the Trust and no economic interest in the Trust. The Class C Interest shall not be evidenced by a physical certificate and shall be duly authorized, validly issued and entitled to the benefits of this Agreement upon entry of such interest and the holder thereof in the Certificate Register. The Certificate Registrar is hereby authorized and directed to cause an entry to be made in the Certificate Register registering the Class C Interest in the name of Redwood Trust, Inc. The Class C Interest may not be transferred except to an Affiliate of the initial holder thereof and following receipt of an Opinion of Counsel by the Trust and the Owner Trustee reasonably satisfactory to the Owner Trustee providing that such transfer will not (a) violate any provisions of ERISA or any Similar Law, (b) result in a violation of the Securities Act or require the Trust to register any securities under the Securities Act or the Trust under the Investment Company Act of 1940, as amended or (c) cause the Trust to be treated for federal income tax purposes as an association taxable as a corporation, a taxable mortgage pool, or a publicly traded partnership taxable as a corporation.

Class C Interest. On the Closing Date, there shall be created an interest in the Trust (the “"Class C Interest”") that will confer to its holder the right to cause the Trust to redeem or repurchase the Bonds Notes in the manner and under the circumstances set forth in Section 10.1 of the Indenture and Section 7.01 of the Master Sale and Servicing Agreement. Such right shall be the sole right conferred upon the holder of the Class C Interest. Other than as set forth in this Section 4.12, the holder of the Class C Interest shall have no duties, rights or powers with respect to the Trust and no economic interest in the Trust. The Class C Interest shall not be evidenced by a physical certificate and shall be duly authorized, validly issued and entitled to the benefits of this Agreement upon entry of such interest and the holder thereof in the Certificate Register. The Certificate Registrar is hereby authorized and directed to cause an entry to be made in the Certificate Register registering the Class C Interest in the name of Redwood Trust, Inc. The Class C Interest may not be transferred except to an Affiliate of the initial holder thereof and following receipt of an Opinion of Counsel by the Trust and the Owner Trustee reasonably satisfactory to the Owner Trustee providing that such transfer will not (a) violate any provisions of ERISA or any Similar Law, (b) result in a violation of the Securities Act or require the Trust to register any securities under the Securities Act or the Trust under the Investment Company Act of 1940, as amended or (c) cause the Trust to be treated for federal income tax purposes as an association taxable as a corporation, a taxable mortgage pool, or a publicly traded partnership taxable as a corporation.