Common use of CUSTODIAL ARRANGEMENT Clause in Contracts

CUSTODIAL ARRANGEMENT. When PennyMac accepts a transfer of Control and Custodian accepts a transfer of Location of an eNote relating to an eMortgage on the MERS eRegistry from Seller (or from Warehouse Provider, acting as Seller’s designee) prior to PennyMac, or its warehouse lender, paying the Purchase Price for the related eMortgage, then until such time as either PennyMac, or its warehouse lender, pays the Purchase Price for the related eMortgage or Custodian on behalf of PennyMac returns the eMortgage to Seller or Warehouse Provider as set forth in Section 3.3(b) and if and so long as Warehouse Provider complies with all provisions of this Agreement, (a) PennyMac shall Control such eNote on the MERS eRegistry as designated custodian for Warehouse Provider, as secured party and Seller’s designee, on the MERS eRegistry, and (b) the Location of the Authoritative Copy of the eNote on the MERS eRegistry shall reflect Custodian’s MERS Org ID. Further, while PennyMac Controls an eNote and has not paid the Purchase Price for the related eMortgage, PennyMac agrees that it shall not direct Custodian to, and neither PennyMac nor Custodian shall, transfer Control or any rights in such eNote to any third party. If, prior to PennyMac’s, or its warehouse lender’s, payment of the Purchase Price for an eMortgage, PennyMac receives written notice from Warehouse Provider that (i) Seller has defaulted on its obligations to Warehouse Provider related to the eMortgage or on its other obligations to Warehouse Provider related to its warehouse facility with Warehouse Provider and (ii) Warehouse Provider has exercised its right to acquire the related Collateral, then PennyMac shall instruct Custodian to transfer Control and Location of the related eNote to Warehouse Provider, acting as Seller’s designee, as set forth in Section 3.3(b). If PennyMac has not purchased an eMortgage within thirty (30) days after delivery of the eNote to PennyMac’s eVault provided by Custodian or receives written notice from Warehouse Provider requesting return of an eNote prior to PennyMac’s, or its warehouse lender’s, payment of the Purchase Price for an eMortgage, PennyMac shall instruct Custodian to transfer Control and Location of the related eNote to Warehouse Provider, acting as Seller’s designee, as set forth in Section 3.3(b).

CUSTODIAL ARRANGEMENT. When PennyMac Purchaser or its custodian, as applicable, accepts a transfer of Control and Custodian accepts a transfer of Location of an eNote relating to an eMortgage on the MERS eRegistry from Seller (or from Warehouse Provider, acting as Seller’s designee) Provider prior to PennyMac, or its warehouse lender, paying the Purchase Price for the related eMortgageeMortgage Loans, then until such time as either PennyMac, or its warehouse lender, pays the Purchase Price for the related eMortgage or Custodian on behalf of PennyMac returns the eMortgage to Seller or Warehouse Provider receives the Payoff Amount for such eMortgage Loans or Purchaser causes the return of the eNote to Warehouse Provider and its custodian as set forth in Section 3.3(b) ), and if and so long as Warehouse Provider complies with all provisions of this Agreement, (a) PennyMac Purchaser shall Control such eNote on the MERS eRegistry as designated custodian and bailee for Warehouse Provider, as secured party and Seller’s designeeparty, on the MERS eRegistry, and (b) the Location of Purchaser shall, or shall cause its custodian to, maintain the Authoritative Copy of the eNote on the MERS eRegistry shall reflect Custodian’s MERS Org IDas designated custodian and bailee for Warehouse Provider, as secured party. Further, while PennyMac Controls an eNote unless Warehouse Provider shall have received the applicable Payoff Amount in full, Purchaser shall not, and has not paid the Purchase Price for the related eMortgage, PennyMac agrees that it shall not direct Custodian permit Purchaser’s custodian to, and neither PennyMac nor Custodian shalltransfer Control, transfer Control Location or any other rights in such any eNote to any third partyparty or take any other action which may adversely affect Warehouse Provider’s interests therein; moreover, Purchaser shall, and shall instruct Purchaser’s custodian to, act only in accordance with Warehouse Provider’s instructions. If, prior to PennyMac’s, or its warehouse lender’s, payment Warehouse Provider’s receipt of the Purchase Price for an eMortgagerelated Payoff Amount in full, PennyMac Purchaser receives written notice notice, which may be delivered electronically in accordance with Section 5.12, from Warehouse Provider that (i) Seller has defaulted on its obligations to Warehouse Provider related to the eMortgage or on its other obligations to Warehouse Provider related to its warehouse facility with Warehouse Provider and (ii) Warehouse Provider has exercised its right to acquire the related CollateralProvider, then PennyMac Purchaser shall, and shall instruct Custodian to cause Purchaser’s custodian to, as applicable, transfer Control and Location of the related eNote to Warehouse Provider, acting as Seller’s designee, as set forth per the instructions provided in Section 3.3(b). If PennyMac has not purchased an eMortgage within thirty (30) days after delivery of the eNote to PennyMac’s eVault provided by Custodian or receives such written notice from Warehouse Provider requesting return of an eNote prior to PennyMac’s, or its warehouse lender’s, payment of the Purchase Price for an eMortgage, PennyMac shall instruct Custodian to transfer Control and Location of the related eNote to Warehouse Provider, acting as Seller’s designee, as set forth in Section 3.3(b)notice.