Common use of Conveyance and Security Interest Clause in Contracts

Conveyance and Security Interest. On each Purchase Date, each Seller hereby sells, assigns and conveys all of its right, title and interest in the applicable Mortgage Loans identified on a Transaction Request and/or Trust Receipt. Although the parties intend that all Transactions hereunder be sales and purchases and not loans, in the event any such Transactions are deemed to be loans, and in any event, each Seller hereby pledges to Buyer as security for the performance by Sellers of its Obligations and hereby grant, assign and pledge to Buyer a fully perfected first priority security interest in all of its right, title and interest in, to and under the Purchased Assets, the Records, the related Mortgage Loan Documents, each Subservicing Agreement (to the extent the Subservicing Agreement and Sellers’ rights thereunder relate to the Purchased Assets), any related Take-out Commitments, any Property relating to Mortgage Loans, all insurance policies and insurance proceeds relating to any Mortgage Loan or the related Mortgaged Property, including, but not limited to, any payments or proceeds under any related primary insurance, hazard insurance and mortgage insurance contracts and loan guaranty agreements (if any), to the extent of the Mortgage Loans protected thereby, Income, the Collection Accounts, each Subservicer Custodial Account and, in each case, all amounts deposited therein, accounts (including any interest of Sellers in escrow accounts) and any other contract rights, instruments, accounts, payments, rights to payment (including payments of interest or finance charges), general intangibles and other assets relating to the Purchased Assets (including, without limitation, any other accounts) or any interest in the Purchased Assets, and any proceeds of the Purchased Assets (including the related securitization proceeds) and dividends and distributions with respect to any of the foregoing and any other property, rights, title or interests as are specified on a Confirmation and/or Trust Receipt, in all instances, whether now owned or hereafter acquired, now existing or hereafter created (collectively, the “Repurchase Assets”).

Conveyance and Security Interest. On each the Initial Purchase Date, each Seller Sellers hereby sellssold, assigns assigned, and conveys conveyed all of its right, title and interest in the applicable Mortgage Loans Trust Interests with respect to REO Subsidiary and all other Purchased Assets identified on a Transaction Request and/or Trust ReceiptReceipt and the related Repurchase Assets. On each subsequent Purchase Date, Sellers hereby sell, assign and convey all right, title and interest in all Trust Interests and Purchased Assets identified on a Transaction Request and/or Trust Receipt and the related Repurchase Assets. Although the parties intend that all Transactions hereunder be sales and purchases and not loans, in the event any such Transactions are deemed to be loans, and in any event, each Seller Sellers hereby pledges pledge to Buyer as security for the performance by Sellers of its their Obligations and hereby grant, assign and pledge to Buyer a fully perfected first priority security interest in all of its right, title and interest in, to and under the Purchased Assets, the REMIC Mortgage Loans, the Records, and all related Servicing Rights, the related Mortgage Loan Documents, each Subservicing Agreement Program Agreements (to the extent the Subservicing Agreement such Program Agreements and Sellers’ rights right thereunder relate to the Purchased Assets), any related Take-out Commitments, any Property relating to Purchased Mortgage Loans, Trust Mortgage Loans or REO Properties, all insurance policies and insurance proceeds relating to any Purchased Mortgage Loan, Trust Mortgage Loan or REO Property or the related Mortgaged Property, including, but not limited to, any payments or proceeds under any related primary insurance, hazard insurance and mortgage insurance contracts and loan guaranty agreements (if any), to the extent of the Purchased Mortgage Loans, Trust Mortgage Loans or REO Properties protected thereby, Income, the Collection AccountsBuydown Amount and any account to which such amount is deposited, each Subservicer Custodial of the Collection Account, any Trust Account and, in each case, and the REO Account and all amounts deposited therein, the obligations of Sellers to deliver and convey each REO Property to the REO Subsidiary or a Trust Subsidiary, as applicable, accounts (including any interest of Sellers and any Trust Subsidiary in escrow accounts) and any other contract rights, instruments, accounts, payments, rights to payment (including payments of interest or finance charges), general intangibles and other assets relating to the Purchased Assets (including, without limitation, any other accounts) or any interest in the Purchased Assets, and any proceeds of the Purchased Assets Assets, Trust Mortgage Loans and REO Properties (including the related securitization proceeds) and dividends and distributions with respect to any of the foregoing and any other property, rights, title or interests as are specified on a Confirmation Transaction Request and/or Trust Receipt, in all instances, whether now owned or hereafter acquired, now existing or hereafter created (collectively, the “Repurchase Assets”).”

Conveyance and Security Interest. On each the initial Purchase Date, each Seller Sellers hereby sellssell, assigns assign and conveys convey all of its right, title and interest in the applicable Mortgage Loans Trust Interests and all other Purchased Assets identified on a Transaction Request and/or Trust ReceiptReceipt and the related Repurchase Assets. On each subsequent Purchase Date, Sellers hereby sell, assign and convey all right, title and interest in all Purchased Assets identified on a Transaction Request and/or Trust Receipt and the related Repurchase Assets. Although the parties intend that all Transactions hereunder be sales and purchases and not loans, in the event any such Transactions are deemed to be loans, and in any event, each Seller Sellers hereby pledges pledge to Buyer as security for the performance by Sellers of its their Obligations and hereby grant, assign and pledge to Buyer a fully perfected first priority security interest in all of its right, title and interest in, to and under the Purchased Assets, the Records, and all related Servicing Rights, the related Mortgage Loan Documents, each Subservicing Agreement Program Agreements (to the extent the Subservicing Agreement such Program Agreements and Sellers’ rights right thereunder relate to the Purchased Assets), any related Take-out Commitments, any Property relating to Purchased Mortgage LoansLoans or REO Properties, all insurance policies and insurance proceeds relating to any Purchased Mortgage Loan or REO Property or the related Mortgaged Property, including, but not limited to, any payments or proceeds under any related primary insurance, hazard insurance and mortgage insurance contracts and loan guaranty agreements (if any), to the extent of the Purchased Mortgage Loans or REO Properties protected thereby, Income, the Collection AccountsBuydown Amount and any account to which such amount is deposited, each Subservicer Custodial of the Collection Account and, in each case, and the REO Account and all amounts deposited therein, the obligations of Sellers to deliver and convey each REO Property to the REO Subsidiary, accounts (including any interest of Sellers in escrow accounts) and any other contract rights, instruments, accounts, payments, rights to payment (including payments of interest or finance charges), general intangibles and other assets relating to the Purchased Assets (including, without limitation, any other accounts) or any interest in the Purchased Assets, and any proceeds of the Purchased Assets and REO Properties (including the related securitization proceeds) and dividends and distributions with respect to any of the foregoing and any other property, rights, title or interests as are specified on a Confirmation Transaction Request and/or Trust Receipt, in all instances, whether now owned or hereafter acquired, now existing or hereafter created (collectively, the “Repurchase Assets”).

Conveyance and Security Interest. On each the initial Purchase Date, each Seller hereby sells, assigns and conveys all of its right, title and interest in the applicable Mortgage Loans Trust Interests to Buyer. On each subsequent Purchase Date and Purchase Price Increase Date, Seller hereby sell, assign and convey all right, title and interest in all Trust Interests and Purchased Assets identified on a Transaction Request and/or Trust ReceiptReceipt and the related Repurchase Assets. Although the parties intend that all Transactions hereunder be sales and purchases and not loans, in the event any such Transactions are deemed to be loans, and in any event, each Seller hereby pledges to Buyer as security for the performance by Sellers Seller of its Obligations and hereby grantgrants, assign assigns and pledge pledges to Buyer a fully perfected first priority security interest in all of its right, title and interest in, to and under the Purchased Assets, the Records, and all related Servicing Rights, the related Mortgage Loan Documents, each Subservicing Agreement Program Agreements (to the extent the Subservicing Agreement such Program Agreements and Sellers’ Seller’s rights thereunder relate to the Purchased Assets), any related Take-out Commitments, any Property relating to Trust Mortgage LoansLoans or REO Properties, all insurance policies and insurance proceeds relating to any Trust Mortgage Loan or REO Property or the related Mortgaged Property, including, but not limited to, any payments or proceeds under any related primary insurance, hazard insurance and mortgage insurance contracts and loan guaranty agreements (if any), to the extent of the Trust Mortgage Loans or REO Properties protected thereby, Income, the Collection Accounts, each Subservicer Custodial Account and, in each case, and all amounts deposited therein, the obligations of Seller to deliver and convey each REO Property to Trust Subsidiary, accounts (including any interest of Sellers Seller and the Trust Subsidiary in escrow accounts) and any other contract rights, instruments, accounts, payments, rights to payment (including payments of interest or finance charges), general intangibles and other assets relating to the Purchased Assets (including, without limitation, any other accounts) or any interest in the Purchased Assets, and any proceeds of the Purchased Assets Assets, Trust Mortgage Loans and REO Properties (including the related securitization proceeds) and dividends and distributions with respect to any of the foregoing and any other property, rights, title or interests as are specified on a Confirmation Transaction Request and/or Trust Receipt, in all instances, whether now owned or hereafter acquired, now existing or hereafter created (collectively, the “Seller Repurchase Assets”).

Conveyance and Security Interest. On each the initial Purchase Date, each Seller hereby sells, assigns and conveys all of its right, title and interest in the applicable Mortgage Loans initial Trust Interests to Buyer. On each subsequent Purchase Date and Purchase Price Increase Date, Seller hereby sells, assigns and conveys all right, title and interest in all subsequent Trust Interests and Purchased Assets identified on a Transaction Request and/or Trust ReceiptReceipt and the related Repurchase Assets. Although the parties intend that all Transactions hereunder be sales and purchases and not loans, in the event any such Transactions are deemed to be loans, and in any event, each Seller hereby pledges to Buyer as security for the performance by Sellers Seller of its Obligations and hereby grantgrants, assign assigns and pledge pledges to Buyer a fully perfected first priority security interest in all of its right, title and interest in, to and under the Purchased Assets, the Records, and all related Servicing Rights, the related Mortgage Loan DocumentsProgram Agreements, each Subservicing Servicing Agreement and the Asset Management Agreement (to the extent the Subservicing Program Agreements, such Servicing Agreement and Sellers’ the Asset Management Agreement and Seller’s rights thereunder relate to the Purchased Assets), any related Take-out Commitments, any Property relating to Trust Mortgage LoansLoans or REO Properties, all insurance policies and insurance proceeds relating to any Trust Mortgage Loan or REO Property or the related Mortgaged Property, including, but not limited to, any payments or proceeds under any related primary insurance, hazard insurance and mortgage insurance contracts and loan guaranty agreements (if any), to the extent of the Trust Mortgage Loans or REO Properties protected thereby, Income, the Collection Accounts, Account and each Subservicer Servicer Custodial Account and, in each case, all amounts deposited therein, accounts (including any interest of Sellers Seller, the Trust Subsidiary and each TRS Facility Entity in escrow accounts) and any other contract rights, instruments, accounts, payments, rights to payment (including payments of interest or finance charges), general intangibles and other assets relating to the Purchased Assets (including, without limitation, any other accounts) or any interest in the Purchased Assets, and any proceeds of the Purchased Assets Assets, Trust Mortgage Loans and REO Properties (including the related securitization proceeds) and dividends and distributions with respect to any of the foregoing and any other property, rights, title or interests as are specified on a Confirmation Transaction Request and/or Trust Receipt, in all instances, whether now owned or hereafter acquired, now existing or hereafter created (collectively, the “Repurchase Assets”).

Conveyance and Security Interest. On each the initial Purchase Date, each Seller hereby sells, assigns and conveys all of its right, title and interest in the applicable Mortgage Loans Trust Interests to Buyer. On each subsequent Purchase Date and Purchase Price Increase Date, Seller hereby sell, assign and convey all right, title and interest in all Trust Interests and Purchased Assets identified on a Transaction Request and/or Trust ReceiptReceipt and the related Repurchase Assets. Although the parties intend that all Transactions hereunder be sales and purchases and not loans, in the event any such Transactions are deemed to be loans, and in any event, each Seller hereby pledges to Buyer as security for the performance by Sellers Seller of its Obligations and hereby grantgrants, assign assigns and pledge pledges to Buyer a fully perfected first priority security interest in all of its right, title and interest in, to and under the Purchased Assets, the Records, and all related Servicing Rights, the related Mortgage Loan DocumentsProgram Agreements, each Subservicing Servicing Agreement and the REO Asset Management Agreement (to the extent the Subservicing Program Agreements, such Servicing Agreement and Sellers’ the REO Asset Management Agreement and Seller's rights thereunder relate to the Purchased Assets), any related Take-out Commitments, any Property relating to Trust Mortgage LoansLoans or REO Properties, all insurance policies and insurance proceeds relating to any Trust Mortgage Loan or REO Property or the related Mortgaged Property, including, but not limited to, any payments or proceeds under any related primary insurance, hazard insurance and mortgage insurance contracts and loan guaranty agreements (if any), to the extent of the Trust Mortgage Loans or REO Properties protected thereby, Income, the Collection AccountsAccount, each Subservicer the Servicer Custodial Account and the Property Manager Custodial Account and, in each case, all amounts deposited therein, accounts (including any interest of Sellers Seller and the Trust Subsidiary in escrow accounts) and any other contract rights, instruments, accounts, payments, rights to payment (including payments of interest or finance charges), general intangibles and other assets relating to the Purchased Assets (including, without limitation, any other accounts) or any interest in the Purchased Assets, and any proceeds of the Purchased Assets Assets, Trust Mortgage Loans and REO Properties (including the related securitization proceeds) and dividends and distributions with respect to any of the foregoing and any other property, rights, title or interests as are specified on a Confirmation Transaction Request and/or Trust Receipt, in all instances, whether now owned or hereafter acquired, now existing or hereafter created (collectively, the “Repurchase Assets”).