Conveyance of Loans. (a) Subject to its substitution and repurchase obligations hereunder, each Seller, concurrently with the execution and delivery hereof, hereby irrevocably sells, transfers, grants, bargains, assigns, sets over and otherwise conveys to the Depositor, without recourse, all the right, title and interest of such Seller in and to that portion of the Loans listed on the Loan Schedule that pertains to such Seller, including all interest and principal received or receivable by such Seller on or with respect to such Loans after the Cut-off Date and all interest and principal payments on such Loans received on or prior to the Cut-off Date in respect of installments of interest and principal due thereafter, but not including payments of principal and interest due and payable on such Loans on or before the Cut-off Date. On or prior to the Closing Date, each Seller shall deliver to the Depositor or, at the Depositor's direction, to the Trustee or other designee of the Depositor, the Mortgage File for each Loan listed in that portion of the Loan Schedule that pertains to such Seller. Such delivery of the Mortgage Files shall be made against payment by the Depositor of the purchase price, previously agreed to by such Seller and the Depositor, for the Loans listed on the Loan Schedule that pertain to such Seller. With respect to any Loan that does not require the first payment of principal or interest thereon to be made on or before such Loan's Due Date in the month prior to the first Distribution Date, such Seller shall deposit into the Certificate Account on the Closing Date, an amount equal to one month's interest at the related Mortgage Rate on the Cut-off Date Principal Balance of such Loan (the "Initial Certificate Account Deposit"). The Sellers, for the benefit of the Depositor, shall, in connection with the conveyance described in this Section 2.01(a), deliver to the Depositor on or prior to the Closing Date the financing statements described in Schedule VI. The Sellers shall also arrange for the delivery to the Depositor or its assignee, as applicable, of any appropriate Uniform Commercial Code continuation statements as may be necessary in connection with the financing statements referenced in the foregoing sentence.
Conveyance of Loans. 39 SECTION 2.02.
Conveyance of Loans. (a) In consideration of the Issuer’s promise to pay the Purchase Price with respect to the Sold Assets, the Depositor does hereby sell, transfer, convey, assign, set-over and otherwise convey to the Issuer from time to time, without recourse except as provided herein, all its right, title and interest in, to and under, whether now owned or hereafter acquired (i) the Purchased Assets, (ii) the right to receive all Collections with respect to the Purchased Assets after the applicable Cut-Off Date, (iii) all rights of the Depositor under the Loan Purchase Agreement and (iv) all proceeds thereof (such property, collectively, the “Sold Assets”); provided, however, that the Sold Assets shall not include any (x) Reassigned Loan released in connection with any Issuer Loan Release or (y) Loan reconvened to the Depositor, Servicer or Subservicer in accordance with the express terms hereof. Purchased Assets shall not include any Loan reconveyed to the Seller in accordance with the terms hereof. For the avoidance of doubt, although the 2021-1A SUBI Certificate conveyed by the Depositor to the Issuer hereunder represents a beneficial interest in the 2021-1A SUBI Loans, no 2021-1A SUBI Loans are being sold hereunder, and the 2021-1A SUBI Loans continue to be the property of the North Carolina Trust. SALE AND SERVICING AGREEMENT (RMIT 2021-1) - Page 1 The foregoing does not constitute and is not intended to result in the creation or an assumption by the Issuer, the Owner Trustee (as such or in its individual capacity), the Indenture Trustee or any Noteholder of any obligation of the Seller, the Depositor, the Servicer or any other Person in connection with the Loans or under any agreement or instrument relating thereto, including any obligations to Loan Obligors.
Conveyance of Loans. Section 2.01 Conveyance of Loans 1 Section 2.02 Acceptance by Issuer 3 Section 2.03 Representations and Warranties of the Depositor Relating to the Depositor 4 Section 2.04 [Reserved] 5 Section 2.05 Representations and Warranties of the Depositor Relating to this Agreement and the Loans 5 Section 2.06 Repurchase Obligations 6 Section 2.07 Covenants of the Depositor 8 Section 2.08 Addition of Loans 9 Section 2.09 Optional Purchase and Optional Call 10 Section 2.10 Optional Reassignment of Loans 10 Section 2.11 Optional Sale of Charged-Off Loans 11 Section 2.12 Issuer Loan Exclusions 12 Section 2.13 Investment Company Act Restriction 12 ARTICLE III ADMINISTRATION AND SERVICING OF LOANS Section 3.01 Acceptance of Appointment and Other Matters Relating to the Servicer 12 Section 3.02 Servicing Compensation 13 Section 3.03 Representations, Warranties and Covenants of the Servicer and each Subservicer 14 Section 3.04 Adjustments 17 Section 3.05 Back-up Servicing Agreement 17 Section 3.06 Monthly Servicer Report 17 Section 3.07 Annual Compliance Certificate 18 Section 3.08 Copies of Reports Available 18 Section 3.09 Notices To Regional Management Corp. 18 Section 3.10 Subservicing 18 Section 3.11 Custody of Receivable Files 19 ARTICLE IV Section 4.01 Collections and Allocations 20 ARTICLE V OTHER MATTERS RELATING TO THE DEPOSITOR Section 5.01 Liability of the Depositor 21 Section 5.02 Merger or Consolidation of the Depositor 21 Section 5.03 Limitations on Liability of the Depositor 22 Section 5.04 Limitations on Liability of the Depositor 22 ARTICLE VI OTHER MATTERS RELATING TO THE SERVICER AND THE SUBSERVICERS Section 6.01 Liability of Servicer and the Subservicers 23 Section 6.02 Merger or Consolidation of, or Assumption of the Obligations of, the Servicer or a Subservicer 23 Section 6.03 Limitation on Liability of the Servicer, the Subservicers and Others 24 Section 6.04 Servicer Indemnification of the Issuer, the Owner Trustee and the Indenture Trustee 25 Section 6.05 Resignation of the Servicer and the Subservicers 25 Section 6.06 Access to Certain Documentation and Information Regarding the Loans 26 Section 6.07 Delegation of Duties 26 Section 6.08 Examination of Records 27 Section 6.09 Servicer Power of Attorney 27 ARTICLE VII INSOLVENCY EVENTS
Conveyance of Loans. The Depositor hereby sells, transfers, assigns and conveys to the Issuer, without recourse, all of the right, title and interest of the Depositor in and to the Loans and all proceeds thereof listed on the Loan Schedule attached hereto, including all interest and principal received by the Depositor or the Servicer on or with respect to the Loans on or after the related Transfer Cut-off Date, together with all right, title and interest in and to the proceeds of any related Mortgage Insurance Policies.
Conveyance of Loans. 39 SECTION 2.02. ACCEPTANCE BY TRUSTEE OF THE TRUST FUND.......................................................42 SECTION 2.03. REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE SELLERS AND THE SERVICER.....................44 SECTION 2.03A. ADDITIONAL OBLIGATIONS OF EQUITY ONE-DELAWARE................................................46 SECTION 2.04. REPRESENTATIONS AND WARRANTIES OF THE DEPOSITOR AS TO THE LOANS...............................47 SECTION 2.05. DELIVERY OF OPINION OF COUNSEL IN CONNECTION WITH SUBSTITUTIONS...............................47 SECTION 2.06.
Conveyance of Loans. (a) In consideration of the Issuer’s promise to pay the Purchase Price with respect to the Sold Assets, each of the Depositor and the Depositor Loan Trustee, for the benefit of the Depositor, do hereby sell, transfer, convey, assign, set-over and otherwise convey to the Issuer and, solely with respect to legal title to such Loans, the Issuer Loan Trustee for the benefit of the Issuer, respectively, from time to time, without recourse except as provided herein, all its right, title and interest in, to and under, whether now owned or hereafter acquired (i) the Purchased Assets, (ii) in the case of the Depositor, the right to receive all Collections with respect to the Purchased Assets after the applicable Cut-Off Date, (iii) all rights of the Depositor and the Depositor Loan Trustee for the benefit of the Depositor under the Loan Purchase Agreement and (iv) all proceeds thereof (such property, collectively, the “Sold Assets”); provided, however, that the Sold Assets shall not include any Reassigned Loan released to the Depositor and the Depositor Loan Trustee for the benefit of the Depositor in connection with any Issuer Loan Release. The foregoing does not constitute and is not intended to result in the creation or an assumption by the Issuer, the Issuer Loan Trustee (as such or in its individual capacity), the Owner Trustee (as such or in its individual capacity), the Indenture Trustee or any Noteholder of any obligation of any Seller, the Depositor, the Depositor Loan Trustee (as such or in its individual capacity), the Servicer or any other Person in connection with the Loans or under any agreement or instrument relating thereto, including any obligations to Loan Obligors.
Conveyance of Loans. 24 SECTION 2.02. Acceptance by Trustee of the Loans................................................................27
Conveyance of Loans. Section 2.01 Conveyance of Loans 1 Section 2.02 Acceptance by Issuer 3 Section 2.03 Representations and Warranties of the Depositor Relating to the Depositor 3 Section 2.04 [Reserved] 5
Conveyance of Loans. In consideration of (1) the Purchaser’s delivery to or upon the order of the Loan Seller on the Closing Date of $1,000,000,001.18, the Loan Seller does hereby (A) sell, transfer, assign, set over and otherwise convey to the Purchaser, without recourse (subject to the obligations of the Loan Seller set forth herein), all right, title and interest of the Loan Seller in and to the Loans identified in Schedule I to this Agreement, and deliver the related Loan Files to or at the direction of the Purchaser; and (B) sell, transfer, set over, assign and convey all of the Loan Seller’s right, title and interest in and to all of the Conveyed Assets related to the assets described in (A), whether or not described in the preceding clause (A). The Purchaser hereby acknowledges receipt of the Loans and the other Conveyed Assets relating thereto being purchased on the Closing Date. Asset Purchase Agreement
